A broken warrior
by stonehearth
Summary: A boy was made to be the ultimate weapon. He needed to escape from the facility he was kept prisoner in. The escape he got was not expected, as he ended up in a land full of rainbow ponies and kindness. Join the main character as he finds out the true meaning of friendship.
1. Chapter 1

This world was a utopia. No wars, no political disagreements, everything was perfect. But, 40 years ago, many new species were discovered throughout our galaxy. Afraid of what could become of them, the humans bid war against the other races, and humans were on the ropes. The aliens took up arms at the sudden attack. Humans fought well, but the aliens technology far surpassed their own. In a last ditch attempt for the end of the war, the high council, a group of 5 men, gave up their 2nd biggest city, Snow-hammer, to the aliens. Those in the city were either forced to move out, or be used as a warning to the rest of humanity, holding some of the most important people hostage. In the present day, the war has died down, and the different races try to life together in peace. The high council, however, wanted to change this.

"They're taking over far too quickly for my likes." A man said coldly. He wore black robes with a white rim around the edges of the sleeves, hood ever his head.

"Don't worry 3rd, our project is coming along smoothly." Said a feminine voice, known as 4th, wearing the same attire as the man, with yellow around the sleeves rim. "It's been seven years, and he is almost ready."

"What about his most recent problem?" Asked another voice. 2nd was wearing the same black robe, with a blue rim. "I believe his arm was made unusable during a test.

"That problem was solved easily." 5th, a man with a brown rim said. "We used our best technology. His right arm is now metal, able to transform in to many different types of weapons. He is going to be a one man army after all."

"Good to know." A man stood up about to take his leave. He wore the same black robe, but had a symbol of the sin of pride on the front. Both the symbol and the rims of his sleeves were made of a gold fiber. "I'll take my leave then. I need to check up on solaris anyway."

In an underground facility, multiple scientist stopped their work and bowed as first walked by. He made his way down to the head scientist, who was currently spectating a child. The child was no older than eight years old, and was currently hunched down in the corner, knees on his chest. The scientist turned around, hearing 1st come in. "How is PROW-0034 going? I heard he can do many more things with his metal arm now." 1st asked with curiosity on his mind.

"We were just about to start the experiment, sir" He responded before he typed something on his tablet. "0034, please get ready for the simulation." The boy stood up, showing himself to the scientist. He looked to be about seven years old. He wore a grey shirt and a pair of black jeans. His face was not taken care of well, having multiple scars and bruises on it. His physique was good for his age, not overly muscular, but not skinny either. His right arm, however, was made of a black metal, with the internals glowing blue, along with a hole in his metal hand, made for focusing energy into blast. He got into a fighting stance, taking a right back stance with his metal arm covering his face, while his real arm hung in front of him, guarding his lower body. Two targets showed up in the room, as they did, he got a command from the scientist.

"Attack the targets with firebolt." He did as he was told, firing two fireballs from his left hand, causing the targets to explode. Four more targets generated out thin air, as 0034 got into his stance again. "Use your metal arm, ranged attack." Again, he did as he was told, making the tips of his fingers fold back and his wrist fold out, turning into a cylinder. After the transformation, his metal arm was replaced with a gatling gun. He then fired, shooting small blue pellets at the targets, creating holes in the target.

"Good, 0034. Your arm doesn't seem to slow you down at all." 1st said impressed. He turned around, getting ready to leave. Just before he could, the boy spoke in a quiet voice. "Excuse me, can I see Ms. Ysolda?" Ysolda was everything to the boy. He saw her as a mother, and she was the only one that was nice to him, that made him feel wanted. Because of this, he felt things a perfect warrior was never supposed to feel.

Emotions. Without them, he could fight the attackers with no remorse. He would be perfect. The scientist laughed. "Yes, but first, come with me. After all your work, there's still something you need." 1st raised an eyebrow at this. "You see, 0034, you have an interesting ability, photographic memory. You can remember anything you see and describe it in great detail. The problem is, you have no way to get the knowledge to remember." As he finished his sentence, the three entered a room with a glass display case. Inside it was a black metal collar, seemingly made of the same metal as 0034's arm. "Well? Put it on." He did as he was told, with the collar tightening around his neck to fit his size. It unfolded over his head, taking the shape of a black dragon's head with blue eyes. As the helmet stayed on, his head was flooded with information of his world, causing a scream of pain to escape his mouth. At last, the pain stopped. "Now, time to see Ysolda." said the scientist.

0034 walked in smiling, expecting to see Ysolda. Instead, he saw something he never wanted to happen. The high council was keeping her hostage. "What are you doing?" he asked with shock written all over his face. Ysolda faked a smile at him. "Don't worry, you'll be fine without me." she said calmly on the verge of crying. With those being her last words, the five killed her, stabbing her in her back with a sword going through her.

"This is for our future." The scientist standing next to him said calmly, showing no remorse. "To become strong, you must abandon your emotions. That is an order."

"I will. On one condition." 0034 said angrily. "Disappear."

And with that, he placed a hand on his chest, casting a firebolt spell inside him, cremating him. His collar turned into his dragon helmet, as he used his metal arm, turning it into a grenade launcher, killing the high council. All but the 1st, barely holding on. 0034 walked up to him.

"Well, you got what you wanted, but don't worry, I plan on using these powers for good, not evil." With that, he punched his head with all his might, crushing his skull. He left with the plan to destroy the facility, and all who were involved with Ysolda's death. At the end of it, he found the facility's supercomputer, and downloaded all the information from it into the helmet. Including the artificial intelligence, with the mask now having a mind of its own. Now, 0034 was lost at what to do, sitting in the rubble of the former facility.

He slowly cried, losing everything he had. "What do I do now? I have nobody and nowhere to go to. I'm alone."

"There is a possibility." his Helmet spoke. "The facility has been testing portals to other dimensions in the hope of a takeover. The cost of it is the death of many, and currently, you have the materials to do it."

"Tell me what I need to do." 0034 said with determination.

A screen showed up in the helmet, showing a symbol he had to make. It was a seven pointed star with various runes around it. "Make this around the facility, and a portal will appear. For approximately 5 seconds with the amount of bodies here." 0034 got to work, making the symbol he saw. It took a total of two hours. With the last mark done, A portal, showing blue,purple, and cyan colors in it. He ran as fast as he could and jumped through.

There was a party going on in the Royal Canterlot Garden. It seemed to be a philly's birthday, and the said philly was in a tower getting ready for her party. She was a light blue unicorn with a white and sky blue mane and tail and orange eyes. She was excited that all her friends would be there, and they planned on having the best day ever. Right when she was about to walk through the door to join the party, something came crashing through the roof, causing ruble to land everywhere, including in the garden. Somehow, it started a fire, and the philly yelled for help, as the fire slowly engulfed the tower. Many of the royal guard came quickly trying to save her, but there was no way up to her, as the stairs collapsed. Even Princess Celestia was at a loss of what to do, as the parents of the philly were shouting at the guards to save their kid.

Meanwhile, up in the tower, 0034 was awoken from his fall to the sound of someone crying. Or in this case, somepony. He slowly got up, and scared the pony even more. The unicorn screamed in horror, but was slowly comforted by 0034's words. "Don't worry, i'm not going to hurt you.

"Don't come closer!" She said hesitantly.

"Don't worry, things may look bad, but we need to get out of here. After that, i'll be out of your hair, or mane in your case."

She stopped crying. "Who and what are you? And are those worms?" she asked, pointing to his hands.

"Ah, these are hands, and i'm a human, but let's get out of here first. Just one question." He put out his hand. "Can you trust me? Just for now?" The philly put her hoof on his hand slowly, showing she could trust him for now. "Thank you, um…"

"My name is Lyra. So, what now?"

0034 crouched down. "Get on my back, and hold on tight." She did so, and as he held her hind legs in his arms with her front legs around his neck, she braced herself. He took off running through the fire before jumping out the window to the surprise of Lyra, and all the spectators outside. 0034 landed on the still standing railing of the stairs and rode it down. Right before the two children ran into the sudden erupting fire in front of them, He flipped lyra around and shielded her with his body, jumping off and rolling to the ground. He let her go, but the young philly helped him up while Lyra's parents ran towards the two.

"Lyra! Thank Celestia you're ok!" Said the mare, hugging her daughter, while the father joined in to.

"Im fine mom, the hooman saved me!" As she said this, the three turned towards 0034, who was scratched up. He waved, but made the mistake of using his right arm, his metal arm. At the sudden gesture, The royal guard surrounded him, spears pointed at him. He immediately raised his hands, trying to show he meant peace. They didn't get the message. A tall, white Alicorn approached him, almost twice as tall as him. "Transport this being to the dungeon. I will interrogate him tomorrow." The Royal guard started to transport 0034 towards the Castle. "Wait!" a young philly called out. 0034 turned his haid to see Lyra. "He saved me, don't hurt him." He smiled back at the unicorn.

"Don't worry... Lyra, wasn't it? I'll be fine. And, from the cake and decorations, i'm guessing it's your birthday, so… happy birthday." And with that, he was escorted away, while a few of the royal guards calmed the crowd down, asking not to share what they saw with anyone. "Goodbye, Mr. Hooman." she said faintly.

 **And that's the first chapter. I know it's a little long, but I had to go over some backstory for PROW-0034. PROW stands for Project Restart Our World, with 0034 making him the 34th experiment. The other experiments will have to wait for later chapters. Thank you for reading. Feel free to leave reviews. This is my first story, so I will read each one. See you next time!**


	2. Chapter 2

**Disclaimer: I do not own My Little Pony. If I did, It would be much more exciting.**

Under Canterlot Castle was a large, dark dungeon. There were many cells, but none were in use. All but one. This is where 0034 was, and where Princess Celestia was heading. 0034 was sitting in the center of the cell with his helmet in it's collar form, meditating. He has been there for almost a day, according to Echo, the name he gave the A.I. Echo was currently idle, do to 0034 asking him not to speak aloud while imprisoned. There were four of Celestia's royal guard watching his cell, equipped with full body armor and spears. The then saluted as the oncoming higher up came by. The higher up, a grey unicorn, gave 0034 a stern glare, prepared for the worst.

"State your name, creature." The unicorn said, keeping his eye on the human.

"P.R.O.W-0034."

He narrowed his glare. "I wasn't born yesterday. State your name."

0034 was getting annoyed. "Project Restart Our World - experiment 0034. That is my name."

"...Very well. Get up, the princess wants to speak with you. But first," He pointed a hoof to his metal arm. "Remove your weapon. No weapons infront of our ruler."

"I can't do that. This is connected to me by my veins." He said, hoping he would believe him. He is able to detach it from the shoulder, although it's painful and he has no replacements yet.

He did believe him, to his luck."Very well. Guards, transport him to Princess Celestia's throne room, keep a close eye on him."

The guards opened his cell door, spears pointed at him. With two infront and two behind, he started walking through the castle. After a short walk, He found himself in the throne room, guards lining the walls. As he finished looking around, he looked straight forward, Finding Celestia and a pink teen alicorn looking at him, the former having her wings spread open. They both stared at each other before the alicorn spoke up. "State your name. Your real name."

0034 was already annoyed from earlier. He sighed, trying not to get angry. "I told that other pony my name, and assuming you asked my real name, he already told you. You're Celestia I presume?" All the guards and the pink alicorn gasped with shocked expressions on their faces. "You dare speak to the princess like that!?" One guard spoke up. 0034 gave him a look like he was the stupidest being in the world.

"I was imprisoned by this monarch because of her own fear even though I showed no intention of harming any of you. She didn't bring me food nor try to talk to me until now. After all that, I hold no respect for her. If you have a problem, come do something." He finished staring at the guard with anger in his eyes. The pink alicorn stood up and flew between the two. "Calm down everyone. There's no need for fighting." She turned toward 0034. "I'm sorry we got off on the wrong hoof. My name is Princess Mi amore Cadenza, or Cadence for short." She held out her hoof. "Nice to meet you." 0034 looked up at her being shorter than her, before shaking her hand.

"Nice to meet you too, I guess. Wish we could meet on better circumstances. Sorry to cut the conversation, but we need to get back to the problem at hand... Or hoof for you." She blinked before nodding and walking back to her seat next to Celestia. "Now then, you called me here for a reason. You gonna tell me or not?" He said impatiently.

"Very well." Celestia started. "The first problem was your attack on the castle yesterday. The second is that your species was never seen before in this world, and could be dangerous."

"All right. First off, I used a portal to come to this world. Didn't think I'd come here like a meteor. Second, i'm a human child and the strongest human there is at this point in time."

"You're a child? As in same age as a philly?" Cadence asked in disbelief.

"Yes. Im seven years old." He said plainly. "Now then, I have questions. Where am I and what do you plan on doing with me?"

"You're in Equestria, with its inhabitants being ponies, griffins, dragons, and the hippogriffs outside of Equestria past the badlands." Cadence stated.

"As for what will happen to you, you will stay in the dungeon until we see you as a peaceful creature." Celestia said, still hesitant of 0034. "With that being said, you'll now be transported back to your cell." She waved her hoof after she finished, causing some of the guards to surround him.

"I see. Very well. Just one problem." He jumped into the air and did a backflip before landing on one of the pillars in the room. "I'm tired of being a prisoner." And with that, he jumped towards the entrance, preparing to escape. "Don't worry, we'll meet again, and Cadence. Thank you."

"Stop him!" Celestia shouted from behind 0034, causing some of the royal guard to make a wall around the entrance. "Sorry about this! It won't hurt other than a bruise!" 0034 shouted before changing his forearm into a gatling gun and firing blue energy pellets at them. Each shot hit the head of each guard, knocking them out. "Gotta go."

Now outside with multiple pegasus guards and celestia following him from rooftop to rooftop. Celestia fired magic blasts at him. He dodged most of them except a few, causing him to fall off the rooftop and into a maze of alleyways. He landed on his feet and caused a ice blue mist to appear in each of his hand. He tightened his hands, charging up his magika before releasing it on the ground below him, causing two whitish blue runes to appear on the ground. The guards on hot pursuit after him feel ignorant to his trap and stepped on the runes, freezing them in place. A few of the guards stayed behind to try and help the frozen ponies, while Celestia and the others continued behind him. 0034 quickly turned a corner and hid behind some crates, letting the followers pass by. He took a deep breath before shouting. "Tiid Klo Ul!"

Time slowed around him. He only had a minute before the shout wore off. He needed to move quickly. Running past the guards seemingly frozen in time, he made his way out of Canterlot. He didn't know where he was going, but he was going far from there, where the princess would never look. He also had another objective. A philly with white fur and a greenish-blue mane was running out of Canterlot. Fearing for her safety, he followed her. After a few hours, 0034 followed her to a large black tower full of holes. The philly went inside without a care in the world, and 0034 followed right behind her. Unfortunately for him, he was seen by two guards. Each guard was a raven black with a horn and bug like wings with light blue eyes, with two fangs sticking out of their mouths.

"Don't move." A guard said, spear to 0034's throat. "You've trespassed into our territory. You will speak with our queen., if you refuse, I can kill you here and now." 0034 didn't flinch in the slightest. "Then please do, lead the way." The guard, surprised by his response, snarled and gestured him to follow.

After a short walk and stares from all the changeling drones, 0034 was transported to a throne room. A lime green mist hugged the ground, while a large staircase led up to a throne where the current queen was sitting. She was much larger than the other creatures he saw, being on par with Celestia's size. She had long, lime green, wavy hair, with small holes going through it.. Her eyes were a grass green, her pupil being like a cat's eye. She had a yellow exoskeleton covering her back that faded to gold. Seeing 0034 coming, she stood up. "I am Queen Khrusallis. Queen of the Changelings. State your purpose here, creature." She glared at him, obviously fearing for the safety for her tribe. 0034 thought for a minute, before coming up with a plan.

He bowed before starting. "Your grace, forgive me for my ignorance, trespassing on your land and entering your hive. I have been on the run from Celestia and her men, and I have been looking for a place where they couldn't find me. The reason that I've stumbled onto this lovely hive of yours, was because I saw a young pony come this way while fleeing from Canterlot. Fearing for her safety, I followed her here, where I was then caught by these two guards."

"Ah, you must be referring to my daughter. She likes to sneak out." She chuckled. "Very well, I'll let you leave here, but you will have your memories of this place take."

"Just a moment, your grace. As I said before, I am on the run from Celestia and her men. I have nowhere to go currently. But you can change that if you're willing. I guarantee you my loyalty if you could allow me to live along with your hive."

"A tempting offer, but what could you give me that I don't already have?"

"There are two things I could do. Since I've gotten away from Celestia's men, I believe I could be a scout, living among ponies to gather information from you. The other thing I could offer you is your or your daughters own personal guard. As you can see…" 0034 turned the top of his forearm into a blade, extending over his wrist and back of his hand. It ended in a sharp, vibrating tip. "...I'm more than capable of protecting someone."

"Very well. You may stay here for as long as you need. You shall be my daughter, Chrysalis' personal guard. Now then, come with me. Guards, you're dismissed." 0034 followed, the guards behind him bowed and resumed their positions guarding the entrance. "May I ask your name?" Queen Khrusallis said with curiosity.

"P.R.O.W - 0034, my Queen, I know it's strange, but that is the only thing I'm known as."

"Thank you. Please, call me Khrusallis. Being called queen makes me sound old."

"Of course, Khrusallis. May I ask, what's my first mission?"

"We shall first test your abilities. Just some basic combat and magic training. You will be sparing against some of the guards. They will try to hurt them. Don't hold back."

"Understood."

After a short tour through the hive, the two walked into a group of about 5 changelings training. At the entrance of their Queen, they all stopped and got into a line, bowing at her. She stood straight before speaking. "You five will be sparing against this new recruit. Do not underestimate him. I will be watching. Don't kill each other." They all nodded. Each changeling got into a fighting stance on the opposite side of the room from 0034. 0034 got into his own, metal arm straight, parallel with the ground. His back was straight, legs spread, he clenched his left hand and bent his left arm. He turned his forearm into a sniper like weapon, along with a laser pointer attached to it. He put on his helmet, causing the changelings to flinch in intimidation. "Lets begin." 0034 said coldly.

He fired a fast moving bullet at a changeling, knocking him out instantly and sending him into the wall behind him.. The other changelings instinctively jumped away, not realizing what happened yet. Using their confusion to his advantage, he turned his arm back to its default state. He then began spinning, turning his body into a cyclone. While doing this, he grabbed three of the four remaining changelings and pulled them into the cyclone. He suddenly stopped, throwing all three changelings into the walls. The last changeling stood there, fear in his eyes as 0034 looked back. He fired a magic beam at him, only for 0034 to open his right hand, nullifying the magic. The changeling looked like he saw death itself coming for him. In a last ditch attempt, he closed his eyes and charged forward. 0034 side stepped and grabbed him by the neck before throwing him into the ground. It didn't knock him out, but it did knock the wind out of him. Khrusallis was dumbfounded by his strength. "Most impressive, I believe you're ready for what comes next." She gestured for him to follow, leading him to the Queens quarters. After getting in the room with her, she stared directly into his eyes. "We changelings are a special race. If you truly want to live among us, you must know three things. First, we feed off of love. Second, we are able to change into the form of almost anything at will. Third, you must learn this trait too. Finally, you must tell me how you got here. I can clearly see you're not from this world."

"I think I could do that. I'm able to use magic, and I believe I can trust you. Just teach me the spell first and i'll tell you everything. Deal?"

"Deal. Now stand still." She focused magic into her horn before kneeling down and touching his forehead with her horn. A green aura surrounded 0034's body before fading away. He felt as if he remembered something he forgot. "I tapped into your memories, and gave you some of my own. I'm sorry about your past, but there was some part that I couldn't seem to see, like how you got to this world. Either way, I don't think I'll need it to trust you. You now know the spell that we changelings use to change into other objects. Try it out."

0034 nodded before focusing magic into both of his hands. A lime green aura appeared around him before he released the spell. In a flash of light, a philly appeared. Hee had a white coat with navy blue hair. His mane near his head was spiky and pointed backwards, while the hair on his neck was long and straight, hanging over his left side. His tail was the same color, but was long and straight, ending in jagged, cuts. There was some hair hanging just above his right eye. He had a pair of wings, whose feathers had a navy blue tip. His eyes were a blood red. 0034 looked in a mirror, turning and extending his wings. He seemed satisfied with his appearance. He stood still before he spoke up. "I guess a new life calls for a new name. How about… Skystrike Nebula?"

"Sounds like you're trying to sound intimidating."

"I am." He chuckled.

"Then it seems perfect."

 **And there's chapter two. That'll be the end for his backstory as well for now. His time spent in the hive will be skimmed upon in later chapters, as well as his time with Chrysalis. The name that I got for Khrusallis stems from the greek roots of Chrysalis. Next chapter, I plan on introducing the mane six and the nightmare moon incident, so expect it to be long. With that said, I'll see you next time!**


	3. Chapter 3

**Disclaimer: I do not own My Little Pony**

It was about two weeks before the Summer Sun celebration in a town called Ponyville. A Stallion came to town clad in midnight black armor. His helmet resembled a dragon's skull. Many came to know this traveler as Atlas Nebula. Of course, there was tales about him that were not entirely true, but those only helped his name grow. He wore full body armor, leaving a hole on either side of his side for his wings. The bones of his wings were protected by razor sharp metal, as well as the tips of his outer feathers on his wings. Two large swords were under his wings, each swords hilt resembling a dragons open mouth, the blade coming out of it. There was a large jar on the side of his right back leg, containing a small thundercloud coursing with electricity. He was walking through the town as the sound of his armor rustling made him heard. The towns folk feared him for reasons unknown, hiding in their houses and waiting for him to pass. He did not however, and stood in the middle of townsquare for almost an hour before a pegasus came flying towards him.

"Look out!" He heard a feminine voice say before he looked in her direction. Out of pure instinct, he ducked out of the way, causing the pegasus to crash into some nearby barrels. Walking over to the dazed pegasus, he looked down at her, getting a better view of her. She had a grey coat with blonde hair, about half his size. Now able to think clearly again, she looked up. A very intimidating pair of blue eyes coming out of his mask stared into her yellow, crossed eyes. She flinched, expecting something terrible to happen. Instead, he put out his hoof, offering to help her up. She hesitantly took it before looking at him. "T-Thank you…" She quietly said.

A deep, soothing voice responded. "No problem. Just try to slow down next time, Miss…?"

"Im Derpy Hooves. Nice to meet you Mr. Nebula."

"Pleased to meet you too, Derpy. Would you mind if i asked you a few questions?"

"Of course." She was still hesitant. All those tales about him made him feared and respected across equestria.

"The ponies in this town all hide in their houses, so I'm kind of lost. I need to get to the post office and the town hall. I have a delivery to make to a friend in Canterlot."

She perked up at this. "I'm actually the mail mare here. I'd be happy to help you with the delivery. As for the town hall, It's past the Carousel Boutique. The largest building here. You can't miss it!"

Skystrike pulled out a large package from his saddle bag, carrying with his wing. "Thank you. I need this to get there by the time of the Summer Sun celebration. It goes to a mare called Moondancer. It's for her birthday." Derpy flew into the air, preparing to pick up the package. As soon as Skystrike let go of it, She fell a few feet, before balancing herself and waving goodbye to him as they both continued their separate ways.

Opening the door to the town hall, The mayor was currently looking through some files before hearing the bell above the door. "Wellcome!" She said turning around. "Im Mayor Ma-" She stopped realizing who she was in front of. "G-Greetings Sir Nebula. H-How can I help you?"

"Just call me Nebula. As for why I'm here, I want to know if there's any available land in ponyville? I'm thinking of settling down and making my own house."

She blinked. "Oh, we do, but I don't think you'll want it. It's fairly dangerous."

"You may be surprised." He said blankly..

"It's been available since Ponyville was founded, and has a beautiful view of the lake. The only problem is...well…" Skystrike raised an eyebrow. "It's right outside the Everfree forest."

"And what does it cost?"

"It's about four acres of land so 20,000 bits, with another 2,000 for taxes. Would you like to set up a two or four year payment plan?"

Nebula pulled out a sack of bits too big to fit into his saddle bag. It fell on the floor with a loud thud. "I'd like to pay it all upfront." Her mouth hung open before she started stuttering. "I… But… Why-" She stopped herself before she recomposed herself. "Very well. I just need you to go through some paperwork and it's yours." She went to a filing cabinet before pulling out a ten page document. He quickly read through it before taking out a pencil and signing it. "Alright, that should be it. The land is now yours. Will that be all?"

"Yes. Have a nice day Mayor Mare." He left the Town Hall, making his way to his land. There was a nice view of the lake like the mayor said. A large cave was in his plot of land. There were some dead trees and large boulders he had to clear out. He could tell he had his work cut out for him. **"You should get started."** Echo spoke to him. **"You have a 45% chance of clearing out the debris and building your house in two months assuming you have no interuptions."**

"Thanks. Welp, better get started."

It was the day before the Summer Sun celebration and Skystrike just finished the generator under his house. Glad that his work was over, he made his way towards town. It was his first time at the celebration in this world, and he wanted to enjoy this. He entered town to see a pink earth pony gasp in shock at a unicorn before speeding off. The unicorn spoke to a baby dragon before walking off. Skystrike paid no mind to it. He spread his wings before flying off at incredible speeds towards Sweet apple acres. Being in charge of the food, he wanted to see if they needed help, and to see if he could get some samples. Landing at the entrance, he saw a large barn house and a orange earth pony running from tree to tree bucking apples. He walked up to her before speaking. "Hello there." The mare jumped from the sudden surprise. She took one look at him before her eyes widened in what seemed to be fear. "I've been told you're family is in charge of the food?" She nodded. "Do you need any help?" She shook her head. "Alright then. I'll be on my way. He started to walk away, but he turned round to see the same unicorn and dragon walking in the gate. Skystrike walked away from the earth pony, allowing the unicorn to greet the farmer.

"Let's get this over with." The unicorn said with a sigh. "Good afternoon. My name is Twilight sparkle." The orange pony immediately started shaking her hoof.

"Well, howdy doo, Miss Twilight. A pleasure making your acquaintance. I'm Applejack. We here at Sweet Apple Acres sure do like making new friends!" She said in a country accent.

"Friends? Actually, I…" She tried to start while her voice was vibrating.

"So, what can I do for ya?" Applejack asked, winking at her.

the unicorn stood speechless for a moment, her hoof still moving up and down despite Applejack no longer shaking it. The dragon next her her grabbed her hoof, stopping it as Twilight gave him a glare as he giggled to himself. "Ahem." She started, "Well, I am in fact here to supervise the celebration for the Summer Sun celebration, And you're in charge of the food?" She asked.

"We sure as sugar are! Would you care to sample some?"

"As long as it doesn't take too long." She said as Applejack ran off. She rang a triangle before shouting. "Food's on everypony!" A stampede of earth pony ran by and pick up Twilight, Spike and Skystrike. The three sat at a table, the former two dazed buy what just happened. Applejack popped up next to spike before speaking.

"Now, why don't I introduce y'all to the apple family." Many ponies appeared around the four, all smiling.

"Thanks, but I really need to hurry…" She started before being cut off by an apple fritter in her face.

Applejack began naming her family as each put some food on the table in front of them. "This here is Apple Fritter, Apple bumpkin, Red gala, Red delicious, Golden delicious, Caramel apple,

Apple strudel, Apple carp, Baked apple, Apple brioche, Apple crisp," She took a long gasp, "Big Macintosh, Apple Bloom and…" she shoved an apple into Twilights mouth. "Granny smith. Up and at em' Granny Smith, we got guest."

The elder pony stood up. "Huh, wuh? I'm coming, I'm coming." 

"Why, I say they are already part of the family!" Twilight spit out the food in her mouth. "Ehehehe, OK, well, I guess that the food situation is handled, so we'll be on our way." She got up to leave to the dismay of the others. "Aren't you gonna stay for brunch?" Applebloom asked in a sad tone giving her puppy dog eyes.

"Sorry, but we have an awful lot to do."

"Aww…" The ponies around her sighed sadly. Twilight looked around before biting her lip.

"Fine…"

The apple family cheered, glad that she would stay. SkyStrike stood up getting ready to leave himself. The same fly looked at him. "Aren't you staying too?"

"The better question would be if ponies would be comfortable with me here, and I doubt thats a yes."

"Nonsense! We wouldn't be happier to have ya here!" The filly smiled.

"Thanks kid." He patted her on her head. "But maybe next time. Besides, you got a celebration it cook for. See you around." He flew off towards Ponyville. Most of the apple family felt safer now that he was gone, and began feasting on the meal that they bought out.

Skystrike was walking around Ponyville. Of course there was a crowd, but they made their way around him, trying not to get too close. In the corner of his eye, he saw a rainbow trail that was seeming to do tricks. Deciding to follow it, he sees it crash into the same unicorn he saw earlier. The two mares fell into a puddle of mud in the road.

The cyan pegasus was the first to get up as she laughed nervously.

"Heheheh… Uh, excuse me?" She kept laughing. "Lemme help you." She zoomed off before coming back with a raincloud. She positioned it over Twilight before bouncing on it, making rain fall onto her, getting off the mud and leaving her soaked. "Ops. I guess I overdid it." She chuckled. "How about this?" She flew around Twilight, causing a small rainbow tornado to engulf her. "My very own patented Rain blow dry!" She flew down to Twilight, puffing her chest out in pride. "No no, don't thank me, you're quite welcome." She opened her eyes to see Twilights hair now poofy and curly.

"Pft, BWAHAHAHAHA" She yelled out laughing as he fell backwards. The dragon followed her, doing the same. He let out a light chuckle at the display. Deciding it was nothing to worry about, he walked away, deciding to explore more of the town.

He made his way into Town Hall. The place was partially decorated with banners and ribbons which seemed to be placed with the utmost precision. He walked in to see a white unicorn with a blue curly mane humming to herself as she hung ribbons everywhere. "You did a very good job with the decorating." He said congratulating her.

"Why thank you darling. It is oh so important that everything must be-" She said before turning around, seeing the black mask and the blue eyes stare at her. She screamed at the top of her lungs causing Skystrike to cover his ears. After she finished, she ran her back against the wall. "What do you want? Get away from me!" She shouted. He quickly left, passing by Twilight while she was looking around Town hall.

He was walking along a dirt road past the Everfree forest outside of Ponyville. He was walking slow, taking his time to watch the greenery around him. The Orange sun sat above sunset as the lake reflected it's orange rays. He took about 15 minutes to get to a small cottage on a hill. Twilight was in front of him, watching a yellow pegasus conduct music with her many birds.

"Oh my, um, stop please everyone." She said quietly. She flew over to one of her birds. "Excuse me sir? I mean no offense, but you're rhythm is just a teeny, tiny bit off." She flew away and hovered a few feet in the air. "Now, follow me please. A one, a two, a one, two, three…"

"Hello!" Twilight shouted, not realizing she interrupted. Her loud voice startled the yellow pegasus and scared the birds away. "Oh my, i'm so sorry, I didn't mean to frighten your birds. I'm just here to check up on the music, and it sounded beautiful." The pegasus landed and looked away from twilight, kicking her hoof against the ground. Twilight smiled awkwardly, glancing around.

"Im Twilight sparkle." She looked at her nervously. "What's your name?"

"I'm… im Fluttershy…" She said quietly.

"Im sorry, what was that?" Twilight asked again.

"I'm…" The pegasus mouthed her name.

"Didn't quite catch that."

An inaudible squeak came from the pegasus' mouth before looking away. She noticed Skystrike in the background behind Twilight. He started walking towards the two as Fluttershy crouched down.

"She said her name was Fluttershy?" He said looking at the shy mare for clarification. She nodded.

"Oh, I didn't see you there, Mr. Nebula. Thank you for telling me."

"Not a problem. By the way, Miss Fluttershy, your birds singing is very impressive, your way with animals even more so."

"Well, it looks like your birds are back." Twilight started, trying to avoid further conversation. "So I guess everything's in order. Keep up the good work!"

Fluttershy squeaked again.

"OK… well that was easy." She said to her drago that walked up to her. A gasp ws heard from behind the three. "A baby dragon!?" Fluttershy said cheerfully. She dashed forward, nocking Twilight out of the way "Oh, i've never seen a baby dragon before! Aw, he's so cute!" The dragon looked back at twilight to see Skystrike helping her up.

"Well well well!" The dragon said puffing his chest out and crossing his arms.

"Oh my, he talks! I didn't know dragons could talk! That's just so incredibly wonderful, I… I just dont even know what to say!"

"Well in that case we better get going." Twilight said, levitating spike over with her magic. She tried to walk away, but Fluttershy followed.

"W-Wait! What's his name?"

"Im Spike!"

"Hi Spike. I'm Fluttershy. Wow! I'm talking to a dragon! Um, what do dragons talk about?"

"Um, what do you wanna know?"

"Absolutely everything." As she finished her sentence, Twilight was past annoyed as she let out a long sigh. "And why are you following us, Mr. Nebula? Surely you don't want to talk to Spike to?"

"I'm trying to get to the library, but might as well listen to his story on the way." She gave out another sigh.

"Well," Spike started. "It all started out when I was a purple and green egg…"

The walk to Ponyville was long, and Spike's story even longer. The group was now inside out town as spike finished his story. "And that's the story of my whole entire life. Well, up until today. So, wanna hear about today?"

"Oh yes please!" Twilight quickly turned around, stopping the conversation.

"I am so sorry, how did we get here so fast? This is where I'm staying while in Ponyville, and i'm so sorry, but my poor baby dragon needs his sleep!"

"No I don't! Woah!" He was pushed off of Twilight's back by her kicking her hind leg.

"Oh, look at that, he's so sweepy he can't even keep his widdle balance!" She gave Fluttershy a wide smile.

"Poor thing, you simply must get to bed!" She swept up Spike and flew into the library before being pushed out by Twilight.

"Yes, we'll get right on that. Well, goodnight." She slammed the door in the mares face, forgetting Skystrike was outside. Now realizing she was alone with him, she squeaked before flying away. Skystrike entered the library, closing the door behind him. The lights were off inside the library as the two ponies looked around.

"Huh, rude much?" Spike grunted

"Sorry spike, but I have to convince the princess Nightmare Moon is coming and we're running out of time! We just need to be alone to study without a lot of crazy ponies trying to make friends all the time." She glanced around. "Now, where's the lights?"

"SURPRISE!" The lights turned on. The three looked around to see what seemed to be every pony in town inside the library, which was decorated with party streamers. Twilight sighed in annoyance as Skystrike stood dumbfounded. He was surprised that none of the ponies here feared him. That was, until the looked at who was next to Twilight. They all seemed to notice at once, taking a step back. It was Skystrike turn to groan in annoyance.

"Mr. Nebula, what's wrong?" Spike asked.

"Everypony here is afraid of me and I don't know why. I did literally nothing to interact with these ponies until today, and they were even scared of me when I did nothing."

"...Are you serious?" A pony asked in the crowd.

"This has to be a joke." Another said.

Derpy walked towards him. "Mr. Nebula, your helmet and swords are... well… kind of scary."

"That's it?" The crowd murmured in agreement.

"..."

"..."

"I'm not taking off my helmet, but I guess i can put my swords away." He pulled out his swords before putting them into his saddle bag. They seemed way too big to fit, but somehow they did. Now seeing him as less of a threat, the crowd sighed in relief, and got back to the party. Then, a pink pony jumped up and started speaking quickly to Twilight.

"Surprise! Hi! I'm Pinkie Pie, and I threw this party just for you, were you surprised? Were you? Huh? Huh? Huh?" She said quickly before bouncing up and down.

"Yes, very surprised!" She said before her annoyed look came back. "Libraries are supposed to be quiet."

"Silly! What kind of welcome party would it be if it were Quiet? Duh! Boring!" She said drawing out the last word as Twilight started walking away. Pinkie followed.

"Ya see, I saw you when you first got here remember? You were all 'Hello' and I was all *gasp* remember? Ya see, I never saw you before and because I never saw you before thats new, and I know everypony, and I mean everypony in Ponyville!" Twilight let out a sigh. And since you're new, you haven't met anyone yet, and ya haven't met anyone yet, you must not have any friends, and if you don't have any friends, you must be lonely! And that made me so sad, and I had an Idea! And that's why I went *gasp*. I just had to make a great big super-duper ginormous super-duper spectacular welcome party to invite everypony in Ponyville!" The four other ponies stat Skystrike met earlier appeared, smiling at Twilight. "See? Now you have lots and lots of friends!" Twilight turned around, her face red hot. She was sweating heavily.

"You alright sugarcube?" Applejack asked. Twilight jumped into the air before running off. Skystrike went to the punch she was drinking, specifically the bottle she poured the supposed punch with.

"Why is there hot sauce here?" he asked worried.

"For the cupcakes."

"The what?" All 5 ponies except Pinkie said in unison.

"What? It's good!" She drenched a cupcake in hot sauce before swallowing it whole.

"That… was actually kinda impressive Pinkie Pie." Skystrike said in a calm tone.

The party was fun for all the ponies, but Skystrike decided to distance himself. He watched the ponies play many games as he ate a cupcake that Derpy offered him. He noticed that Twilight went to her room a few minutes ago when he couldn't see her anywhere. Applejack and Rainbow were being competitive while Fluttershy kept asking Spike questions. Skystrike was about to get up to get some punch before Rarity walked over to him.

"Hello, darling." She started in an attempt to start a conversation. "I couldn't help but notice you over here by yourself. Aren't you enjoying the party?"

"Not exactly, but i'm not used to chatting with ponies. Besides, this is the first party that i've been to when I was guarding somepony." He replied. If one could see his face, you could tell he was uncomfortable.

"You must get our more Mr. Nebula. Come on, I'll introduce you to some ponies. I think you'll like them." She smiled at him. She intended to help him settle in in Ponyville, but he shook his head.

"I appreciate the gesture, but I would like to meet ponies my own way. You shouldn't worry about me, just go enjoy yourself."

"Please, just take it as an apology. It was not ladylike of me to... scream at you earlier." She said as she chuckled nervously.

He stayed silent for a few seconds. "Alright, I accept. Lead the way." They both stood up. Rarity walked towards a pair of ponies before talking to the two.

"Golden Harvest! Junebug! So good to see you!" She said happily. The two turned to face her. "Oh hey Rarity! How are you?" Junebug spoke, glad to see her friend again.

"Well, i'm doing just fine, darling. I actually want you to meet someone."

"Sure Rarity. Who is it?" Golden Harvest asked. Skystrike walked towards the two, every step he took made the sound of rustling chainmail. He slowly walked up to the three mares before speaking.

"Hello there. How do you do?" He asked, trying to be nice. It didn't seem to work.

"Uh, im doing… good. How are you Mr Nebula?" Golden asked hesitantly.

"I'm doing good. You two enjoying the party?"

"Yeah! You can always count on Pinkie to throw a party!" Junebug said forcing a smiling, trying her best to stop the awkwardness. Skystrike quickly caught on. He sighed

"Look, I know this is awkward, and I know i'm also not the most pleasant pony to be around, so imma just go. Nice meeting you two though." He left to go get some more punch, leaving rarity with a frown on her face. As he was pouring himself more punch, Pinkie Pie and Applejack came up to him, the former hopping while tha ladder walked. "Hi!" Pinkie said with glee. "Sorry that I don't throw you a party yet Mr. Nebula, but dont worry, im already planning for a 'Sorry that I didn't throw you a party.' party!" She said in one breath.

"Anyway." Applejack started. "Why don't you come play a game with us? You mish be able to beat Rainbow if you try." His ears perked up at this.

"Is that a challenge?" He asked, now somewhat interested in the party.

"If ya want it to be. We're bobbing' for apples, care to join?" He got up and tilted his head towards the sky. The jaw of his helmet opened up as he poured the punch into his mouth. He closed his mouth, letting out a sigh of satisfaction. "Prepare yourself."

The three walked over to a large wooden pool, Rainbow's head currently submerged in the water. She lifted her head, pulling out an apple and eating it. Her eyes made contact with Skystrike. He stared back, before walking up to the mare. "I bet you twenty bits that I can get more apples than you." He pulled out a small bag. "Care to gamble?" he said inwardly grinning. The rainbow pony quickly accepted.

"Sure! This'll be the easiest 20 bits in my life!" She said full of pride. She had no idea what he was able of doing. Pinkie started to count down as applejack added a few more apples to the pool.

"Three… Two… One... GO!"

After a quick game, Rainbow Dash gave Skystrike a bag of bits, scoffing.

"I hate losing." She said in a mad tone. He had anihilated her, eight apples to three. He chuckled at her attitude.

"That ego of yours will be the death of you." He counted out his bits before storing them in his saddle bag. "There's always next time. I've lost too before, but you'll get over it sooner or later."

"I guess…" She said still disappointed at her loss.

"Hey, that just tells you to try harder. Or just not to make bets." She chuckled at his response.

"Hey everypony!" Pinkie got everypony's attention. "Time to play 'Pin the tail on the pony!" She said enthusiastically, holding a fake brown tail in her hoof. Out of the corner of his eye, skystrike saw spike go to Twilight's room. He came back, ready to play the game. Skystrike decided to take a breather, stepping outside to look at the moon, and the mare in it. It was a few minutes before ponies started to walk out of the library towards the town hall. The sunrise was coming. He followed the crowd inside, finding himself next to twilight and an ecstatic Pinkie.

"Isn't this exciting?" She asked, inches away from twilight's face. "Are you excited? Because I've never been so excited, except for…" He drowned out what else the mare was saying. He gets annoyed easily, and hr already had to put up with her high pitched voice at the party. He looked around, seeing everypony waiting for the sun to rise. The sounds of birds could be heard, fluttershy conducting them. A spot light shone on Mayor Mare. She looked around before giving a speech.

"Fillies and Gentlecolts, As mayor of Ponyville, It's My great pleasure to announce the beginning of the Summer Sun Celebration!" The crowd erupted into cheers. So far, the Celebration was exactly what Skystrike expected. But he knew what was truly going to happen that night. He knew that Nightmare Moon was a real thing, and he also knew that she was also the forgotten princess of the night. As soon as his suspicions were confirmed, he had to help her. Very few deserved the fate of being alone.

"In just a few moments," Mayor mare continued. "Our town will witness the magic of the sunrise and celebrate the longest day of the year! And now, It is my great honor to introduce you to the ruler of our land. The very pony who raises the sun and moon each and every day, the good, the wise, the bringer of harmony to all Equestria, Princess Celestia!" A curtain opened, only to reveal that the princess wasn't there to the crowds horror and Sky Strikes relief. The crowd began to chat among each other while mayor mare tried to calm them down.

"Settle down, everypony, there must be a reason for this."

"Oh!" Pinkie chipped in "I love games! Is she hiding?" she said as she looked around.

"She's gone!" Rarity said from the balcony that Celestia was to appeared at. The crowd gasped in shock. Pinkie let out a scream as she saw a blue mist creep in through the windows and onto an adjacent balcony. A surging sound could be heard before the mist condensed and spread out, Revealing a black alicorn with a blue mane and tail, flowing in the wind. She looked down on the crown, a grin appearing on her face.

"Oh my loving subjects." She began in a mocking tone. "It's been so long since ive seen your precious faces."

"What did you do with our princess?" Rainbow Dash asked glaring at the alicorn.

She laughed in response. "Why, am I not royal enough for you? Don't you know who I am?"

"You're Nightmare Moon." Skystrike said in response. "The mare that was banished to the moon out of jealousy of Celestia, believing none respected the night. Personally, don't see why you envied her, but we all have our reasons." He flew up to her, saying two words that only she'd be able to hear. "Right Luna?" She scoffed remembering the name. "You've got guts, i'll give you that. Now, I have a proposition for you."

"...Im listening." The crowd gasped in disbelief. Applejack spoke up.

"Now wait a gosh darn minute, you're seriously thinking about it? Don't you see that she's evil?"

"To be fair, she hasn't said or done anything yet for you to claim that she's evil. Now what was this offer?"

"You will be the head of my royal guard, leading my men to battle against Celestia and her foolish kingdom, leaving Equestria in eternal night!" She finished with a laugh.

"You see, that was evil." Skystrike said looking back at Applejack. "And sorry to tell you, but no. For two reasons. One, it seems like a personal matter between you two, and Two, I don't like being used. You do realize that after a thousand years, your position does not hold any leverage?"

Her frown deepened. "Maybe so, but my magic does. With my magic, I'll make sure. The night. Will last. Forever!" A blue mist erupted from her horns as she laughed. Skystrike flew backwards, staying a safe distance away from the mist.

"Seize her! Mayor Mare shouted, pointing a hoof at Nightmare moon.

"You fools!" Nightmare Moon said to the oncoming royal guardsmen. Bolts Of thunder rained down in front of her, narrowly missing the guards. She laughed before turning herself into a blue mist and slithering out the door. Rainbow flew after her.

"Come back here!" She yelled. THe blue mist easily outran her, going towards the Everfree forest.

"Night time? Forever?" She asked to herself worriedly. She looked down to see a determined Twilight running out of town hall, Skystrike following.

The two met up at the library, Twilight putting spike to bed. He turned towards Skystrike. "You gotta… stop Nightmare!" He said before falling asleep. Twilight put a blanket over him before turning to the armored pony. "How did you know about Nightmare moon? How did you know she was real?"

"You aren't the only one who's done research." He said as he pulled out his swords, putting them back on his sides. "Besides, does it really matter? How about you focus on finding a book about where to find the Elements?" She blinked before nodding. She then ran off to the book shelves, throwing off books. "Elements, elements, elements…" She spoke to herself.

"And just what ARE the elements?" Rainbow dash said flying in her face. "How do you know what's going to stop her? And you!" She said flying over to Skystrike. "You come to our town two weeks before the Celebration, and you already know so much about her! Are you a spy for her?" She said getting in his face as well. He didn't flinch.

"If I was a spy, I would have accepted her offer and laid waste to this town. But I haven't, have I?" She was about to retort, but she was pulled back by Applejack before she could. Applejack sighed before releasing Rainbow

"Simmer down, Sally! He ain't no spy! But these two know what's going on." The other five ponies Twilight met got closer. "Don't you?" Applejack finished with a skeptic look.

Twilight looked around before starting. I read all about the predicaments of Nightmare moon. Some mysterious objects called the elements of harmony are the only thing that can defeat her, but I don't know what they are! Or where to find them! I don't even know what they do!"

"I may be able to answer some of those questions." Everypony turned towards Skystrike.

"I doubt you can." Twilight started. The only pony to know about the elements is the Princess."

"How about you let me finish before you make assumptions? Now as I was saying, I can give you answers. I may be able to tell you where the elements are."

"And how would you know exactly?" Asked a curious Applejack.

"Simple, I just put two and two together." He said gesturing with his whooves. Twilight raised a brow. "Think about it. When was the last time the elements were recorded in history?"

"The day Nightmare Moon was banished! Everypony knows that!" Rainbow said confidently!

"Good. that means that with Nightmare back, the elements are most likely back as well. Now, where were the elements last used?"

"The castle of the two sisters?" Twilight answered.

"Good. That means that that's most likely where the elements are going to be found. One question left. Where is the castle? And where did Nightmare moon go off to?"

The group widened their eyes in realization. "The Everfree Forest!" The all said in unison.

"Then that's where we can find them. Now we just need to know what they do exactly. I remember seeing a book on it here during the party…" He finished as he looked around.

"The elements of harmony, a reference guide."

"Thanks Pinkie."

"How did you find this?" Twilight asked dumbfounded.

"It was under E~" she said in a singsong voice while hopping around.

"She pulled out the book and opened it, beginning to read it. There are six elements of harmony, but only five are known, kindness laughter, generosity, honesty, and loyalty. But the last one is unknown."

"Well that's just awful! How are we supposed to defeat her without the sixth element? We don't even know what it is!" Said a distraught Rarity."

"Magic." The six looked toward Skystrike

"What?" Twilight asked.

"The sixth element is magic."

"And how would you know that?" Said Applejack raising an eyebrow.

"Simple, I'm just following the basic laws of this world. Everything has magic in it, things like rocks being exceptions. That's why unicorns have more trouble picking up a boulder compared to a pebble, they have to put more magic in the boulder to react with their own."

"And how does that relate to the sixth element?" Twilight asked.

"The other five elements cant work without each other, except the sixth. The sixth element works almost like an amulet, increasing the wearers magic capabilities. When in contact with the other elements, it shares that power throughout the others. Well, that's the theory that makes the most sense."

"A theory?! That's all that was?!" Shouted an annoyed Twilight. "Great, now we don't know how to get the last element!"

"But you know where." Verified Skystrike. "As we concluded, it's in the castle of the sisters." He got up and began walking to the door. "I'll leave that to you six. I have to go take care of nightmare moon."

"You're going alone?" Asked Fluttershy

"Dont worry, Ill be fine. I've been through worse." He finished as he tried to walked out the door.

"Now wait just a minute!" He was stopped by Rainbow flying in front of him. "How do we know you aren't working for her? You know too much just to be some random pony! Who are you?" She pointed an accusing hoof at him. He sighed.

"Fine, i'll just show you." He pressed a button on the jaw of his helmet. It folded back into a collar revealing his face. He looked almost the same as he did as a filly, though his hair was longer and had a small scar behind his lip. They each let out a small gasp, realizing who he was.

"Well i'll be. Skystrike?" Applejack asked. He closed his mask, turning back into the dragon mask that it was."

"I'd prefer you not to tell anypony yet. I'll explain later. For now, you six try and find the elements. I will stall her." He walked out the door

Walking along the path outside of Ponyville, Skystrike was paying close attention to his surroundings. Nothing unusual was happening except for the ere silence. Echo decided to break that silence. **"I don't understand you."** He started. **"You spent so long hiding who you were, yet you throw it away just like that? Why?"**

"Simple, I needed them to trust me. I'm not entirely sure I can defeat her without killing her. I'm just being cautious."

" **But do you think they'll keep their word?"**

"Maybe. Maybe not. That's the least of my worries right now, anyway."

" **Very well. But remember, trust is fragile. It can be easily broken."**

"I know Echo, I know." He said in an understanding tone. He didn't want to, but he knew he had to put his trust in someone, even though his past showed it was a terrible idea. He spent almost all of his life in this world alone, traveling from place to place, even ending up in magic elementary for about a year. In all that time, he made no more than ten friends, and he only truly trusted one of them. Sighing and trying to burry his thoughts, he came in front of the Everfree forest, a blue mist hugging the ground. He entered the forest and instantly, the blue mist thickenned. He was then surrounded by a dark blue light, before appearing in front of Nightmare. She glared at him before speaking. "Ah, the stallion from earlier, the one who showed no respect for royalty. I see you chose the coward's way out." Her horn glowed, making magic chains form around him, holding him down by his ankles.

"Sorry, but respect isn't something I give at the drop of a hat." He glared back, not flinching as the chains formed around him. "You have to earn it, and so far, you've done nothing to accomplish it."

"Just as you've done nothing to stall me! You truly think I didn't know what your intentions were when you entered this forest? Your friends will at their feeble attempt to try and get the elements. And you can do nothing to stop me." She said with a grin as she walked up to him, trying to take off his mask. She failed.

Skystrike caught on at what she was trying to do. "There's a button on the left side of the jaw."

"Thanks." She said quickly getting thee helmet to fold back.

"Lets get two things straight. One: they're no more than acquaintances. Two: they will get the elements. Weather they use it or not is up to you." He may not trust they, but they should be reliable.

A dark chuckle escaped her mouth. "So sure are we, Mr?"

"Atlas Nebula." He said, giving her his traveller name.

She nodded.. "Now then, besides your failed attempt at stalling m, why are you here? Have you reconsidered my offer?"

"No actually, I'm here to talk, believe it or not."

She blinked before laughing. "And why do you want to talk to me?"

"Simple, to tell you that you're wrong." Her ears perked up at this. "Let me ask you something, why did you turn into Nightmare Moon to make the night last forever?"

She answered with no hesitation."Because no one respects the night. Is it not obvious?"

"Thats where youre wrong. I, along with many others respect the night. You, blinded by the jealousy of your sister didn't realize this." Her ears went back as he said this. "You wanted to be acknowledged by ponies around you, but you threw that away for nothing. When you were banished, you left everypony in equestria heart broken. One of their princesses disappeared on the day equestria should've been at its happiest. Then let's talk about what respect you had. Gone overnight. The story of a jealous princess going down in history. Then your sister, Celestia gained all the respect you once had, forced to raise the sun and moon for the past thousand years."

"She chose that outcome by herself. I still love my sister of course, but what I do now doesn't change the past." She said sadly looking away from him. He responded quickly.

"But you can change the future." Her ears perked up at this, looking attentively at Skystrike.

"Say you did get your wish of eternal night. What then? There is a very low chance that this world can survive in eternal darkness. Not to mention the fact that bunnies will see it as a prison." She looked at him in recollection. "What's the point of being in a world that you're alone in?"

"Fine then! What do you suggest me to do?" She said now yelling, almost at the verge of tears. "I have no one to rely on! I.." She was cut off by Skystrike.

"You can rely on me." She looked at him, eyes wide. "Believe me, I know what it's like to feel helpless, like the whole world was against you. But unlike me, you have somepony to stand by you at your darkest hour. Excuse the pun. You just have to accept that help."

She looked at him, contemplating the offer she gave him. She turned around. "I wish I could, but it's too late for me." After that, a blue mist surrounded Skystrike. His body feel numb as he could no longer control his body. He looked at Nightmare moon one last time before she turned into a blue mist and flew out the window. "This is actually the most relaxed i've been in a while." He said before falling asleep.

He woke up from his sleep feeling well rested, the blue mist around him gone. He stretched his limbs as he realized he was still in chains. "Welp, my plan failed." He said to himself. He pulled at the chains, breaking them as they dissipated in a sparkle of dark blue light. He put his mask back on before flying up to a broken window and lying on the railing. He enjoyed the view he got, getting a beautiful view of the moon. His attention was bought elsewhere by a bright light coming out of an adjacent tower. He quickly flew over, looking in from one of the windows to see Twilight lying before Nightmare Moon, five stones floating around her as she laughed, lightning erupting around her.

Twilight stomped her hoof, preparing to charge. "You're kidding." Laughed Nightmare moon. "You're kidding, right?" Twilight charged, Nightmare moon charging as well., horn glowing. A bright light appeared from Twilight's horn before she teleported, inches away from Nightmare moon. She appeared in the middle of five stones, her horn glowing again. She was then shocked by a bolt of lightning from the stones, sending her back a few feet. Her spell seemed to have worked though, Skystrike assuming from Nightmare's shocked expression. The spell stopped. 'Nevermind' he thought to himself.

"But, where's the sixth element?" ased a confused Twilight as Nightmare laughed. She stomped her hooves, the sheer force of them causing the elements of harmony to shatter.

"You little foal! To think you could defeat me!" Shouted an angered Nightmare moon. "Now you will never see your princess or the sun. The night. Will last, For-" She was cut off by a blue trail coming from the window and landing between Twilight and herself. "You! You're supposed to be paralyzed!"

"I was." Said Skystrike as he cracked his neck. "You wouldn't know, but not the first time i've been poisoned. Decided to take a quick nap while I was add it." He got on his two hind hooves, his boots folding out into claw like feet. There were a few rods on his gauntlets that extended out, sharpening giving him claws. A metal dragon-like tail folded out over his tail. A line of short spikes went from his neck down. His eyes shone a blue light as he drew his swords. He got into a back stance, one sword over his shoulder, the other pointing at Nightmare moon. "Twilight, get to the others, i'll hold her off."

"I can't leave you here alone! I can-"

"Twilight, right now is not the time. Get to the others, figure out something, then we can deal with her."

"But…"

"Twilight, where should you be right now?"

"With the others?"

"WITH THE OTHERS" He yelled as Twilight ran off. Leaving a chuckling alicorn.

"My my, how kind of you. I do love a moving target." She said as her horn glowed. She was just about to fire before Skystrike quickly ran up to her, grabbing her by the horn. Her jaw hung open as she was left speechless.

"Sorry, but this is between the two of us." He said as he threw her over his shoulder, causing her to skid across the ground. He turned towards her, putting his hand out before making a 'come on' motion with it. She angrily shot a blast of magic at him. Skystrike raised his right hand before slapping the blast away with the flat of his sword, a hole in the wall to his right was formed from the explosion. She fired again, this time charging behind it. He split the magic attack down the middle before side stepping out of the way of Nightmare's horn. Now enraged, she released a blue mist from her horn as it hugged the floor.

"Fool me once, shame on me. Fool me twice…" He said as he put both of his arms out. He spun, swords in each hand, as a small tornado was made. The wind coming from it sucked up all of the mist. He stopped spinning, as he landed in a front stance, swords behind him. "Shame on you." He said as Nightmare moon let out a loud groan. "So, you done? I don't want to hurt you, so we could be doing this forever.

"Then forever it shall be!" She shouted before teleporting behind him, trying to buch him with her back legs. He caught her hoof before throwing her again, this time upwards. He heard the sound of hoofs running behind him before he jumped back, landing next to the door. Twilight, Rarity, Applejack, Rainbow dash, Fluttershy, and Pinkie pie all came galloping through the hallway.

"I see you six got here safe. Twilight, did you figure out something?"

"Yes, I would like to see what the foal dragged in." Said a amused nightmare moon.

Twilight took a step forward, a determined look was on her face. "You thought you could destroy the elements of harmony just like that? You couldn't have been more wrong!" Nightmare's glare deepeed, though Twilight didn't flinch. "The spirits of the elements, are right here!" Each of the six mares had their own determined look on their faces. The shattered stone shards each glowed a certain color, rattling on the ground. They then hovered in the air, leaving a stunned Nightmare moon.

"Applejack, who reassured me when I was in doubt, represents the spirit of honesty!" Orange stone shards orbited Applejack.

"Fluttershy, tame a manticore with her compilation, represents the spirit of kindness!" Pink shards orbited the pegasus.

"Pinkie pie, who banished fear by giggling in the face of danger, represents the spirit of laughter!" A shade of brighter pink stones orbited the smiling earth pony.

"Rarity, who sacrificed her tail for a serpent's meaningful gift, represents the spirit of generosity!" White glowing stones surrounded the unicorn.

"Rainbow dash, who would abandon her friends for her own gain, represents the spirit of loyalty!" Red glowing shards floated around the rainbow pegasus.

"The spirits of these five ponies got us through every challenge you threw at us."

"But you still don't have the sixth! It wont work!" Reminded Nightmare.

"But we do. A different kind of element!" She said as a matter of factly. "I found it the very moment I realized how happy I was to hear, to see how much each of these ponies cared about me! When I realized that you all are my friends!" She said turning towards Nightmare. A shining stone with a six pointed star etched into it slowly floated down in front of twilight. Nightmare moon covered her eyes from the light.

"You see Nightmare moon, when those elements are ignited by the.." she thought of a word to say. "Spark, inside of the hearts of us all, it brings the sixth element. The element of… Magic!" The stone shone brighter, making everypony cover their eyes. Each of the shards around them turned into a crystal before combining and turning into a necklace with their cutie mark in the center of it. Twilight, however had a tiara with small sapphires lining it. The six mares came together, causing a rainbow to form and rush towards Nightmare moon.

"NOOOOOO" Nightmare moon yelled n horror as the rainbow engulfed her. A rainbow tornado overtook where she was once standing. A bright light filled the room. When Skystrike opened his eyes, he found the six mares lying on the ground exhausted and a blue alicorn lying asleep. He heard the groans of the mares as he turned his armor back into its default form.

"Everypony ok? Asked Applejack as she looked around.

"My tail grew back!" Shouted an enthusiastic Rarity.

"Oh my, it looked lovely." Complimented Fluttershy.

"I know. I'll never part with it again!" She said hugging her tail.

"No, your necklace. It looks just like your cutie mark."

"It looks like ll of your cutie marks actually." Said Skystrike as he rubbed dust off his armor.

"Jeez Twilight, Mr. Nebula, I thought yall were just spoutin' a lot ah hooey, but it looks like it happened to be true."

"Indeed it did." Said a voice as sunlight shone from above. Sky Strikes eyes widened, recognizing the voice instantly. The sun could be seen rising from the window, as Celestia herself appeared in front of the seven ponies. Everypony save for Twilight and Skystrike bowed.

"Princess Celestia!" Twilight trotting over.

"Twilight Sparkle!" She said happy to see her student in one piece. "My faithful student. I knew you could do it." Skystrike clicked his tongue as Twilight gave her a confused look.

"But you told me it was all an old ponytale?" Twilight asked.

"I told you that you need to make some friends." She said smiling. "I saw the signs of Nightmare moon's return, and I knew it was you who had the magic inside to defeat her. But you couldn't unleash it until you let true friendship into your heart." Skystrike let out a loud groan before trying to walk away. Celestia stopped him. "And of course, I would like to thank you for helping here too, Atlas Nebula."

"How about next time, don't send your student to deal with family matters. I'm going to find someplace to sleep."

"Hold on a minute!" Said Twilight. The others were too speechless to respond after what they just witnessed. "First off, you cant speak to the princess that way, second, what does she mean by 'Atlas Nebula?'"

"Twilight, please don't mind his tone, he does have a point. And I was aware that Atlas Nebula was his name?"

"Actually princess, his real name is-" She completely forgot his request from earlier. "Skystrike."

"That skystrike?" asked Celestia.

Skystrike sighed. "The only being in equestria who can't use magic, yes. The same one that left magic elementary."

"I was wondering where you were. Many assumed the worst as to your whereabouts." Said Celestia.

"Figured."

The conversation was interrupted by a groan from behind Celestia. Skystrike quickly walked past her, looking at the blue pony lying on the ground. She let out a gasp as he offered her a hoof. She took it and got to her feet. She was on eye level with Skystrike, with a light blue mane and tail and blue eyes.

"It has been a thousand years since I have seen you like this, sister." Said Celestia walking up behind the two. "It's time to put our differences behind us. We were meant to rule together."

"Sister?" asked the mares.

"Will you accept my friendship?"

She hesitated for a minute before hugging her older sister.

"I missed you so much, big sister."

"I missed you too."

Pinkie pulled out a tissue before waterfalls came out of her eyes. Skystrike took this as his chance to leave, only to be stopped by the other princess this time.

"Wait, please." Said Luna holding out a hoof. "I can't let you go without sore sort of apology."

"Don't worry about that. Spend time with your sister. You've a thousand years to catch up on." He said as he flew out one of the broken windows. It took him less than five minutes to get to his house, or construction of his house. He found a small tree before he fell asleep under its layers of leaves. He would deal with all of his new found problems tomorrow.

 **And there's the first two episodes. If you couldn't tell already, Skystrike had a grudge against Celestia. Sorry for how long this chapter was and how long it took to get out. I do plan on multi-episode episodes to be one chapter alons, so be prepared for more of this in the future. Hope you enjoyed, and I will still be reading reviews!**


	4. Chapter 4

**Disclaimer: I do not own mlp**

* * *

It was about five in the morning when Skystrike woke up. He had gotten about four hours of sleep before he woke up to his natural alarm clock. He jumped down from the ranch he was sleeping on, the armor he wore clanking as he landed. Multiple cracks and pops could be heard as he stretched out his limbs. He rubbed his eyes as he looked around.

The sun still hasn't risen yet, and very few birds have even started chirping. Letting out a yawn, his mask's mouth opening with his own, he walked over to a large boulder near the scaffolding of his house. It was roughly the size of right now, that was the closest he was going to get as a weight. As he lifted the boulder with a grunt and put it on his back, he began doing push-ups, though his back legs were off the ground. To a normal pony, this would be jaw dropping, though Skystrike has been doing this for years.

After finishing one hundred, he put his back legs on the ground and put his front legs behind him. He began doing wing push-ups at a much slower rate than the pushups he was doing earlier. They were much harder to do than the ones he did earlier, with the wings being much more frail. The bones and mucles in his wings were tired, making weird popping sounds begging him to stop. He listened to their pleas, stopping after doing another 100. He had three more things to do before his work out routine was done.

He stood up with the boulder still resting on his back. He leaned back, letting the boulder slide off before picking it up with his front hooves and holding it over his head. He stood up straight, standing on his hind legs before beginning to do squats. He exhaled every time he went down, inhailing every time he went up. After finishing his 100, he threw it over him, landing in front of him with a large boom. The trees shook at the impact, with the leaves falling and birds flying away.

He panted heavily as he looked in the top corner of the inside of his mask. It was 5:30 a.m. He sighed as he pulled out a bottle of water from his saddle bag, drinking the whole thing in one breath.

His fourth task was one hundred sit ups. He went to the scaffolding and flew up to a horizontal bar. He sat on it and put his hands behind his head, leaning back to the point where his back was almost perpendicular to the ground. He breathed out as he came up as he kept his eyes closed, trying not to get dizzy. He finished his hundred before flying down, landing next to the boulder he was lifting earlier. He checked the time 5:35 a.m.

He began running around the edge of the land he owned. It was about five square miles, though one square was completely overrun by the Everfree Forest. He made sure to run at least one mile a day. He has been able to do this for almost four years now, so he made a new challenge for himself. He adds another two miles to his run each year. It was a relatively new challenge for himself, only starting two years ago. He was working to increase his stamina, being the lesser of his focus for a while now.

He was two miles in before he sped up his pace. He ran through the trees, side stepping left to right to dodge the pines he was running through. He finished his run, sweating heavily. Multiple flaps of armor opened, instantly letting out the steam from his body that built up during his workout. He checked the time. 5:55 a.m.

He got back to his house, leaning on the boulder next to it, catching his breath. The sun just rose as the time struck 6:00 a.m. He waited a few minutes before getting up and walking to the nearby lake. He took off his armor and saddle bag. He had a bulky figure, multiple scars all over his body, mostly on his sides and belly. He got into the lake, the cool water enveloping his body as he went deeper. Now hip deep in the water, he began washing himself. The water around him turned slightly brown from the dirt on him. He spent about half an hour in the lake before getting out and shaking the water off himself. Putting back on his armor and saddle bag, he made his way back to the making of his home.

"Time to get back to work." He said to himself as he pulled out a tool set and began working on his house.

* * *

It was about 9:00 a.m as Twilight and Spike were walking out of the library, the former having a determined look on her face. Spike let out a yawn as he rode on Twilight's back. The unicorn walked through Ponyville in silence until spike spoke up.

"Why do you think he hid his identity from you and your friends?" He asked, looking at Twilight.

She stayed silent for a minute, thinking. She then spoke carefully. "I don't know spike, but if we knew each other and he knew the others. He had to have a reason."

"What do you think it is? I mean, since he showed us yesterday, it couldn't have been that good of one."

"I don't know Spike." An slightly annoyed Twilight said.

"Do you think he'll tell us the truth?"

"I don't know Spike!" She groaned. Spike quickly stopped talking at this outburst.

After another few minutes of silence, they arrived at Skystrike's place. His house was cottage-like, having a olden style architecture with stone walls and clay roof tiles. The corners were made of wood, as well as the edges of the roof. Twilight walked up to the door and knocked on it. Skystrike answered the door, opening it and staring into the mare's purple eyes.

"Hey Twilight, need something?" He asked not breaking eye contact.

She responded quickly. "We need you to come with us."

"Why?" He asked, confused by the sudden demand.

"There's… someponies who want to see you at the library." She said avoiding his eye contact.

"Alright. I have a few hours to spare." He said stepping out from his house, locking the door behind him. "Who are they?"

"Um…" Twilight stuttered. Whoever they were, Twilight was sure he wouldn't want to see them. "Friends of yours?" She answered after a few seconds of silence. Spike rolled his eyes and rested his head on his hands as Skystrike inwardly raised an eyebrow.

"Twilight, if you learned anything about me during my time in magic school, you should know that I rarely make friends." He said as Twilight chuckled nervously. He let out a sigh. "I'll humour you for now. I assume they're at the library you reside in?"

She let out a sigh of relief. "Yes, we shouldn't keep them waiting." She said gladly before she gestured for him to walk beside her. He began walking beside her, making their way towards Ponyville. The two ponies and dragon walked for a few minutes before Skystrike spoke up, deciding to make small talk.

"So how have you and the others been?"

"I've been fine, and my studies under the Princess have been going well. And what do you mean by others?"

"You know, Twinkleshine, Minuette, Lemon Hearts, Moon Dancer, Lyra."

"Oh…" She said, a sad frown forming on her face. "I haven't really been keeping in contact with them." She said in a sad tone. "Lyra moved about six years after you left though. Speaking of leaving, why did you leave? From what the others told me, you only left all of us a note saying goodbye?"

He kept looking forward as he recomposing himself. He gave her a straight answer. "Let's just say I had family matters. The outcome of it made me stay away from Canterlot. I'd perfer not to get into the details." He said that last sentence was not a request, but more of a demand. Twilight took the hint and noted not to ask about it.

"Where did you go after Canterlot then?" A curious Spike asked. Twilight shot him a look, but the look quickly changed to surprise at Skystrike's answer to the question.

"I travelled mostly. Spent a few years in Cloudsdale, another year on a rock farm. By the time I was about fifteen, I was working with the Wonderbolts. Left after a few months, then I started exploring places in and outside of Equestria." He said looking back on his past. "When I was exploring, I was under the alias of Atlas Nebula. Didn't realize how popular I became until I visited Manehatten."

"It must've been fun travelling so much. I wish I could do that." Spike said, admiring him. Twilight rolled her eyes.

"We're here." She said in relief as she pushed the door open. She galloped inside, Skystrike strutting behind her. He stopped in his tracks as soon as he saw the ponies she wanted him to meet. The two alicorn princess' were sitting at a table sipping their tea. Celestia and Skystrike made eye contact, the former smiling. Skystrike pressed the button under his jaw, letting his features show. Twilight bowed as Skystrike stood still.

"What are you doing?" She whispered to him. "Bow!"

"It's quite alright Twilight Sparkle." Luna spoke to her in a booming voice. "On this day, we wish to speak with thou as equals." She finished, turning to Skystrike as she poured him a cup of tea, setting it on the table.

He replied flatly. "Alright." He walked up to the table the two Princesses were sitting at. He sat down, ready to start the conversation.

"So, what do you need?"

Celestia spoke up. "Well first off, we want to know how your set of armor works and who it was made by. No pony has seen anything like it."

"Because I made it." He answered quickly. "And no, I will not tell you how to make it." He said, cutting Celestia off before she could ask.

"Okay then. May I ask where you've been staying? When I noticed Atlas Nebula making a name for himself, I failed to get in contact with him. As for you, many of your classmates and I thought you… perished."

He rubbed his chin. "Not surprised. I'm surprised that many cared for somepony like me. I'll try and get back in touch with everyone, let them know I'm alive and kicking."

"Very well." Celestia started. "I would like to know how you're doing though. It's been 8 years if I counted correctly?"

His stern look stayed on his face as he nodded.

"You two knew each other?" Twilight asked. "Personally?"

Skystrike thought for a moment before answering. "In a sense. I declined being her personal student when I was about nine or ten."

Her eyes widened in disbelief. "Why would you decline that?! You do realize you missed a once in a lifetime chance."

"Please do understand, my student." Celestia tried to call down Twilight. "From what he has told me, he wished to have a somewhat normal life. Being my student would attract unwanted attention."

Skystrike nodded again. "Now, if I may ask you Luna, I don't think you came along as a sideshow attraction?"

Luna chuckled lightly at this, as Twilight was now sweating bullets. "Thou art correct, Skystrike Nebula." She said in her royal Canterlot voice. "We still wish to repay thou for thou's effort in helping us." Skystrike raised an eyebrow at this as the Princess of the Night made a scroll appear out of thin air and floated it towards him. He raised his hoof and grabbed it. He opened the scroll and read through it, before pulling out three tickets.

"The Grand Galloping Gala shall arrive in a few months from now. I trust that you will accompany us?"

Skystrike's eyes widened a bit at that last sentence. He looked at the tickets. Then back at Luna. Then the tickets again. This went on for a few seconds before he made his words into thoughts. "Are you asking me out?"

Luna's face turned purple from the blush she tried to hide as she stuttered for a bit. "Wha- Um… No! W-We didn't mean it like that…" She said as Celestia held a hoof over her mouth, giggling. "Anyway… that was all that we had to say to you. Let us go, sister." Luna said standing up, the blush still on her face. Celestia stood.

"Goodbye Twilight, Skystrike. I hope to see you at the gala." She said giving the purple pony her own scroll, walking out the door to entourage of royal guards waiting outside for them.

Twilight let out a sigh of relief, before giving the armored pony an angry look. "What in the hay were you thinking talking to the Princesses like that? You could've been banished!"

"But I wasn't, was I?" He said, turning toward Twilight. He gave her an uncaring look. "Besides, I specifically remember that she wished to speak with me as an equal." He finished as his collar took its helmet shape.

Twilight stuttered for a but, before giving up with a sigh. She read the letter that her mentor gave to her. Her normal smile came back as she clapped her hooves.

"OhmygoshOhmygoshOhmygoshOhmygosh!" She said as she hopped around the room. She stopped mid jump as the door opened, Applejack walking in.

"Well hello Twilight, Skystrike." He nodded his head in greeting. "I'm just here to see if y'all wanted to come with me to Sweet Apple Acres." She said before pointing to two buckets full of apples on her back. "I could use the help, if ya don't mind."

"Of course! Just let me get Spike!" Twilight said before trotting upstairs.

"I'll pass." Skystrike said, catching the earth pony's attention. "I planned on exploring the town. You and the other ponies had once decided to hide for the last few weeks."

She chuckled nervously at his response. "Sorry about that. You just seemed…"

"Intimidating?"

"More or less." She said as she shrugged her shoulders, chuckling again. "But ya gotta cut us some slack, don't ya?"

He was the one to shrug his shoulders this time. "I suppose."

Twilight came down the stairs, a tired spike on her back yawning. "Are you ready to go?"

"You betcha!" Applejack gladly said as the two walked out the door, Skystrike in tow. They waved bye to each other before they went their separate ways. It was about noon, as most ponies were running about, looking for stores to eat at. He to was looking for a quick snack. He looked around for a little while looking over the menus.

"Hay burger is a maybe…" He spoke to himself. "I kinda feel like a salad?" He said as he tried to rubbed his chin, his helmet getting in the way. "Or maybe some fruit?"

A beige pony with a pigment blue mane with a rose pink streak walked up next to him. "Um, excuse me, Mr. Nebula?"

"Why hello there." He said, turning to the mare. "And please, call me Nebula."

"Alright. My name is Bon Bon. I was at the party yesterday." She said, hoping that he'd remember her.

"Sorry, don't think I saw you, though I will remember your name. So, what do you need?"

"Oh, right!" She said, getting back to her original goal. "I saw that you were looking for something too eat. I know a place that has good salads. I'm meeting up with a friend for lunch. Would you like to come?" She asked, smiling at him.

"Sure, but why?" He asked. Many of the ponies he met before mostly cared for themselves, and the ones who didnt wanted to use him for their own gain. You could say that he was hesitant at the offer."

"Well, no offense, but you seemed kind of lonely at Pinkie's party…" She said, rubbing her chin as she adverted her gaze. "I just wanted to be your friend." She said, staring into his blue eyes.

"None taken, and I appreciate that." He said thankfully. "Now, where's this restaurant at? I'm hungry."

"It's just down the street." She said, turning around and waiving a hoof for Skystrike to follow. He started walking next to her, making their way to the restaurant. "So...how are you enjoying your stay in Ponyville so far?" She started, trying to make idle conversation.

"Aside from people hiding in the stores when I was walking around for the past few weeks?" He asked sarcasticly. "Dandy."

She giggled at his answer. "We are sorry for that. Ponyville doesnt do well with visitors like yourself."

"I can see that." He said, chuckling to himself. "I just hope no pony else has to go through something like that."

"Oh, we're here!" Bon said, stopping before looking around. It looked like your average cafe, even having an outdoor section. A few circular tables littered the area. A pale magenta earth pony with a lime mane and tail waved at the two. "That's her." Bon Bon said as she galloped to the table she was sitting at. The pony didn't expect Skystrike to follow behind, her eyes widening in response. The two sat down, Bon Bon sitting next to the mare.

"This is my friend, Daisy." Bon bon introduced the mare.

"Hello…" She said sheepishly, obviously nervous.

"Hey, how's it going?" He replied.

"I'm doing good…" She replied, not making eye contact. A moment of awkward silence passed by, before a waiter came to the table, putting a menu in front of each of them. The three looked over the menu, studying each option before ordering. The waiter came back, taking their food off the platter he was holding and setting them in front of the ponies. The three got in a conversation, Skystrike staying quiet mostly, eating his large salad. The two mares occasionally looked in his direction, seeing his helmet open, and him stuffing himself, large crunching sounds coming from the lettuce he was eating. Daisy said something that caught Skystrike's interest.

"Oh, did you see the Princess earlier? She was at the library." She started.

"I did, and did you see the blue one? Apparently that was her sister. Wonder what they were here for?"

"She wanted to talk to me about what happened at the celebration." He said as he wiped his face, a large empty bowl in front of him. "She and her sister wanted to award me for my help."

Daisy looked at him. "You mean you went after Nightmare Moon?"

"I can't decide!" Their attention was swerved to Twilight yelling at the table she was sitting at. Skystrike quickly got back to answering Daisy's question.

"Yes." He said that like it's nothing. "I became a warrior to protect those who can't protect themselves. Me not doing anything is me not keeping a promise to myself."

"So what did she give you? If you don't mind me asking." Bon Bon asked, curiously.

Little did he know, telling her would be the biggest mistake he would make today. "The Grand Galloping Gala." He said, pulling out the golden ticket and reading it. "I got three for some reason though…"

"The Grand Galloping Gala?!" The two girls said in sync before squealing.

"I can't believe it! I always wanted to go!" Bon Bon said enthusiastically.

Daisy was about to speek, before it started to rain heavily. The two quickly ran inside the cafe, though Skystrike stayed outside. He looked up at the sudden rain clouds, drops of water hitting his helmet, a quiet metallic sound being the product. His attention was torn from the clouds to see Spike and Twilight sitting at their table, the two beginning to eat their food.

"Um, madam? Sir?" He began, looking at Twilight and Skystrike trotting towards her. "Are you going to eat your food in ze rain?" He asked, raising an eyebrow.

"It's not raining." Twilight replied, looking around. She was then proven wrong when she turned to see a wet Skystrike and rain pouring down around her. "What's going on?" She questioned as she looked up, Rainbow Dash appearing out of a hole in the clouds.

"Hi there, best friend forever I've ever had! Enjoying the sunny weather?" She asked, giving her widest smile.

"Rainbow Dash…" Twilight growled angrily. "What are you doing?"

"What do you mean? I just saw the smartest, and coolest pony about to get rained on, so I thought I'd kick a hole in the clouds so she could eat in peace, that's all!" She replied innocently, making Twilight raise her eyebrow.

"Then why didn't you kick a hole for Skystrike? He has tickets too?" Spike said, not stopping his pace at eating his hay fries.

"He does?" Rainbow asked, thinking of ways to get one from him.

"Rainbow, you aren't doing extra favors to make me give you an extra ticket, are you?" Twilight asked, putting empesis on the extras and drawing out the last word.

"Me? Pfft, no no no, of course not!" She said, smiling again.

"Uh-huh." Twilight said, eyebrow still raised.

"No seriously, I'd do this for anypony."

Twilight looked around, seeing multiple ponies running, trying to get away from the rain. Rainbow noticed this to, an awkward laugh being the response.

"Rainbow, I am not comfortable accepting unwanted favors, and Id appreciate it if you closed that rain cloud right now!"

Rainbow let out an annoyed sigh. "Fine." She said before zipping the cloud shut.

"You did not think that through, did you?" Skystrike asked, face hoofing.

"What do you mean?" Twilight asked confused. The rain then poured down on her, ruining her mane and sandwich. She groaned as Spike tried his best to hold in his laughter.

"Twilight, Skystrike! It's raining!" Rarity said in worry.

"No really?" Twilight responded annoyed.

"You don't say?" Skystrike said sarcastically.

"Come with me before you catch a cold!" She said, pulling Twilight off her seat. Skystrike gestured for Spike to sit on his back. He hopped on and the two followed behind.

The group appeared inside of the Carousell Boutique, Twilight shaking off the water. She didnt realize Rarity behind her. "Wops.. Sorry about that…" Twilight appologized to the drenched Rarity.

Her look of annoyance quickly turned to one of forgiveness. "Oh no, its quite alright. After all, we are the best of friends! Are we not?" She said buttering up to Twilight. "And you know what the best of friends do? Make over!" She said, jumping into the air.

She ran off, coming back with a dividing screen, going behind it with Twilight. Multiple sounds could be heard as the place rocked, ranging to machinery to a hand saw. Rarity then pushed the screen away, revealing Twilight wearing a blueish purple saddle and a necklace with various gems on it.

"Why darling, you look simply dashing!" Rarity complimented.

"Uh, yeah! It is kinda pretty, isn't it?" Twilight said, looking over her outfit.

Rarity then zoomed over to Spike. "And you! Well Spike, you must have an outfit too!" The screen came back. She went to work on Spike, despite his yells of protest. He was then revealed wearing a royal blue frilly outfit with a blond wig to match. "Now you just need a hat to go with it!" Rarity clarified before coming back with a black mantine, a golden feather sticking out.

"Uh uh! I don't want none of this girly gala gunk! I'll be in the library." Spike ran out the door, leaving his clothes behind.

"That's a shame, but of course, we can't forget you!" She said, turning to the pegasus. She pulled out the screen once more, but was stopped by his hoof holding the screen in place.

"Sorry but I'm not looking for an outfit. Besides, if you two are the best of friends, you probably shouldn't be doing this just for the ticket, should you? And judging from the same outfit Twilight's wearing over there…" He pointed a hoof at an exact replica. "Meeting us at the cafe wasn't a coincidence."

She lowered her head at this, bitting her lip. Twilight shook her head, getting out of the trance she was in from her reflection in the mirror. "So that's what this was about. You were just buttering me up so I'd give you the extra ticket. Well it's not gonna work!" She said as she threw off her outfit, said outfit going over Rarity's head. "You're just going to have to wait for my decision like everypony else! Now, if you'll excuse me, I've been trying all day just to get some lunch!" She finished, about to slam the door behind her. What stopped her from doing this was an orange earth pony butting in.

"Did somepony say lunch?" Applejack said, pulling Twilight and Skystrike out the door. Skystrike caught himself before the fall, Twilight wasn't so lucky, falling on her face. The two looked up, seeing a large wagon full of various apple products.

"You got to be kidding me!" Twilight said irritated.

"I got apple pie, apple fritter, apple dumplings, apple tarts, apple crumbles, apple crisps, and apple brown betty!" She said, holding up a slice for Twilight, and a second for Skystrike. "For dessert, of course. What do you say there, best friends?" She asked, her brightest smile she could give was on her face. Twilight however, was not sharing her enthusiasm, her belly rumbling instead. Steam was now coming out of her ears as she glared at Applejack.

"No, no! I just don't know who I'm giving the ticket to, and all these favors aren't making it any easier to decide. In fact, I'm less sure now than I was this morning! Ugh!" She finished before running off, with Applejack staring in confusion. She then looked nervously at Skystrike.

"So, that's a maybe?" She said as Skystrike face hoffed again. Deciding to go after Twilight, he trotted up to her, keeping pace with her speed.

He followed the unicorn to the library, a sad Twilight lurking outside the door..

"Ugh, never thought being showered in favors would be so aggravating!" She said, frustrated.

"I know the feeling Twilight." Skystrike pitched in.

She looked back at him. "Well, at least someone isn't begging for a ticket…" She said grumbling before opening the door to see Fluttershy cleaning the Library, her birds helping her.

"Fluttershy, not you too…" She sighed in disbelief.

"Oh, hello Twilight and Skystrike." She said pausing her work. "Hope you don't mind, but were all doing a little spring cleaning for you." She said gently.

"It's summer." The two said in unition before looking at each other.

"Jinx, you owe me a soda." Skystrike said quickly.

"Really? Now?" She said even more annoyed then earlier. This caused a chuckle to come out of him mouth.

"Well, better late then never, right?" Fluttershy said, blushing in embarassment. "It was Angel's idea." She said proudly, looking towards a bunny making a salad.

Skystrike looked directly into sky blue eyes. "You know full well you didn't do this out of the kindness of your heart, despite that being your element."

"No I'm not!" She said acting hurt. "I'm doing this because you two are my very best friends! I tried to clean yours too, but it was locked."

Twilight raised an eyebrow as Angel bought her the salad he was making. Skystrike just sighed. Despite her stomach rumbling again, she declined the salad and Fluttershy's help.

"No, no, no!" She said before starting to walk to the door, Skystrike waiting there. "It was very nice of you and Angel, but I'm not accepting any other favors until I made my final decision!" She opened the door. "So I'm going to have to ask you to leave.

"Surprise!" A group of ponies said before blowing party horns and pulling Twilight out. They started throwing her into the air, Pinkie singing while doing so.

" _Twilight is my bestest friend as anyone could be!"_

" _Whoopie!"_

" _The cutest, smartest, all around best pony!"_

" _Pony!"_

"Thank you." Twilight said inturupting the song, slightly annoyed..

" _My friend, I'd thrown a super duper fun party!"_

Twilight now had her hooves crossed, before falling back down into tthe crowd.

" _So she'll give the extra ticket to the gala to me!"_

"Pinkie!" Twilight yelled, drawing out her name.

All the ponies throwing her backed away, letting her fall to the ground with a 'thud'.

"Yes, Twilight?" She said, fluttering her eyes.

"At least the other ponies tried to be suttle about the tickets." She said sitting up.

"Wait, what ticket? What gala?" A pony from the crowd asked.

"Oh, you didn't know?" Pinkie said innocently, more ponies joining the crowd. "Twilight has an extra ticket to the Grand Galloping Gala!"

"The Grand Galloping Gala?!" All the ponies said in sync.

"Yeah! I mean, he does too, but his name didn't fit my song." She said pointing to Skystrike. Both his and Twilight's eyes widened in response to Pinkie's disclosure. Just as she finished that sentence, everypony in sight bombarded them in compliments. Spike ran by, pulling the two along with him. They were stopped by Daisy holding up a pair of flowers.

"I can help you with your gardening!" She said before the trio ran in the other direction before being stopped again.

"I have a cart load of extra carrots!"

"I'll paint your house!" I'll cut your grass."

A scared Spike climbed onto Twilight's back. "What are we gonna do?" He asked worried.

"The only thing we can." He said,digging his hooves into the ground. "Run."

The took off, leaving the ponies in the dust. The crowd followed just behind them. They were chased through mainstreet, quickly hiding behind Applejack's wagon from earlier. They were noticed once again by two ponies, one from inside a house, and another under the food in the wagon. The trio was forced to run again, the crowd after them again.

The three quickly put on a disguise, looking like a married couple, Soike acking as the aby in a carage. Twilight let out a sigh of relief, before being noticed by a pony who stopped and looked bak at the three.

Running for the third time, they hid under a bridge, the stampede of ponies running over it. Spike lost his grip and fell with a loud splash, making the herd chase them once more.

They were finally caught, now backed into a corner by the ponies in pursuit. Twilight charged up her horn, teleporting herself and Spike away. They all then stared at Skystrike. Inwardly cursing at himself for magic not working on him, he stood up and dug his hooves into the ground. The ponies got closer, continuing to offer him favors. Finally, he jumped into the air, and with a flap of his wings, flew straight up, a royal blue trail following behind him. He flew at speeds rivaling Rainbow Dash's. He refused to stop until he got to his destination. The library. He appeared and flew into an open window, stopping moments before he hit the ground. He looked to his left to see a dazed Twilight and extremely burnt spike.

"Sorry, I didn't even know that was going to happen." Twilight said, looking at Spike.

"Just… warn me next time…" He responded, coughing up smoke.

"Quick, lock the doors!" She said about to run to one before seeing Skystrike already doing so.

"Turn all the lights off!" He said as Twilight and Spike quickly did so, running up the stairs, turning lights off as they came back down.

Twilight and Spike layed against each other as Skystrike sat down, each letting out a sigh of relief, until his ears perked up. "We aren't alone in here…" He said caustiously before the light flicked on, revealing the five ponies who have been bugging them for the whole afternoon, each smiling at the two. Twilight yelled out in stress before lying on the floor. Skystrike's reaction was far different.

"God dammit!" he yelled, clenching his hooves.

"What's wrong with you two?" Rainbow said worried.

"The hell do you think is…!?" He stopped his outburst mid sentence. "You five have been bugging Twilight so much today. You honestly think she can decide to give any of you a ticket when acting like this? I mean look at her." He pointed to the mare, nearly on the verge of tears, hooves over her head. "I'm sure you all have good reasons, considering why she hasn't decided yet, but out of your own greed, you put her through so much stress. She doesn't want to disappoint you, as her friends, yet you're making it no easier for her to decide, doing these over the top favors for her, and acting like you're best friends." He finished his short rant, looking at the ponies, most of them looking down at the floor, while Applejack hid her face with her hat.

He quickly stared one of the ponies straight in the eyes. "Rainbow, what reason do you have to go?" He said as his stare hardened.

"The Wonderbolts preform every year, and I want to see them show their skills." She said backing away slightly. "I want to show thhem mine while im there?" She finished, hoping Skystrike would accept the answer.

Skystrike walked to his right, now eyeing Applejack. "Yours?"

She placed her hat back on her head. "I plan on selling our farm products so I can help out the family and fix up the barn." She said quickly

"Pinkie?"

"All the goodies, and pinatas, and fun, and cupcakes, and games, and fun, and…" She said quickly before Skystrike held up a hoof causing her to stop.

"I get it Pinkie. Ok, what about you Rarity."

She stood up straight, military like. "I… I want to make my name known throughout Chanterlot, and find my true love… Prince Blueblood." She said with a slight blush as she held her hoof up, trying to hide it.

Skystrike face hoofed. "Fluttershy?"

"Um… I want to explore the Chanterlot garden and make friends with all the critters. The garden is said to be the most beautiful place."

After the last finished her reason, he backed away, turning his back to them a moment of silence went by before Skystrike cleared his throat.

"Alright, you all have your own reasons, and each is… somewhat understandable, by my views on your reasons can wait. Right now, pretty sure you need to fix some things with your friend." He finished, causing Twilight's ears to perk up. The five mares began to walk over to her, each starting to apologize.

Applejack placed a hoof on her head before speaking. "Sugarcube, ah didn't mean to put pressure on you, and if it helps, I don't want the ticket anyway. You can give it to some pony else. I won't feel bad, I promise." She finished, trying to make the unicorn feel better.

"Me too." Fluttershy pitched in. "I feel so awful that I made you feel so awful."

"And me too." Chipped in Pinkie. "It's no fun upsetting your friends."

"Twilight, it was unfair of us to try and force you to chose between us."

"Yes! That means the ticket is mine! I got the ticket~ I got the ticket~" Rainbow sang to herself, causing everyone to glare at her. Skystrike however reacted different. He flew up to the pegasus just high enough to be eye level. He showed his face, his blue eyes stared directly into her magenta eyes. His intimidation worked. "On second thought, I haven't perfected my signature moves for the Wonderbolts anyway. I don't need the ticket either." She said nervously, trying to get the others' approval.

"We were so hung on going to the gala, we couldn't see how unhung we were making you." Applejack said for the group.

"We're sorry Twilight." The five said in unision.

Twilight was now feeling much better as a slight smile crept back on her face. "Spike, take a note." She said holding up a hoof. As she began speaking to Sipke what to write down.

"Dear Princess Celestia, I've learned that one of the joys of friendship is sharing your blessings, but when there's not enough blessings to go around, having more then your friends makes you feel really awful. So, though I apreciate the invitation, I will be returning both tickets to the Grand Galloping Gala."

"What!?" Everyone save for Skystrike and Spike said in sync as she placed the tickets in the letter.

"If all of my friends can't go, I don't want to go either." She said, turning to her friends with a smile.

"Twilight, you don't have to do this!" Applejack said trying to stop her.

"Nope! I've made up my mind. Spike, send the letter." She said without hesitation as Spike opened the window, setting the letter in green fire, the ashes going off into the sky.

"But you can't go to the gala either?" Fluttershy said, worried.

"It's okay girls." Twilight reassured them. I couldn't possibly enjoy myself without my best friends there with me." She finished as the mares entered the group hug. "So I'd rather not go at all. What abut you, Skystrike, are you staying?"

They all turned to him, expecting an awnser. "Wish I could. I cant because of two main reasons. One, Luna herself invited me, and two, I'd probably be requested to guard someone again."

"Again?" Applejack asked.

"Not my first time being to the gala." He answered plainly. Spike began gagging.

"Why wallop my wiskers. Spike! Isn't that just like a boy, can't handle the least bit of sentiment." Applejack said in response to his actions.

"First off, we have sentimentality too, second off, duck." He said as Spike let out a burp, fire coming out along with magic. The magic swirled in the air before materializing into a letter.

"A letter from the Princess? That was fast." Twilight said, excited to see what the Princess responded with. Spike grabbed the letter and began reading.

"My faithful student, Twilight. Why didn't you just say so in the first place?" HE said with an odd look as six golden tickets appeared in the letter. "Six tickets to the Grand Galloping Gala! Wow!"

"Now we can all go!" Twilight said as they all began cheering before Twilight's stomach grumbled again.

"Allow us to treat you to dinner. You to Skystrike!" Rarity said happily. Spike held the door open for the mares, each taking a ticket from his hand as they passed.

Skystrike shrugged to himself.

 _Why not._ He thought to himself. He was about to leave before hearing a sad dragon mumbling to himself.

"Why don't I get a ticket?" He said looking at the floor.

Skystrike bent down and rubbed his head. "She may not be reliable, but she always comes through when she's needed." As soon as he finished, Spike burped up another letter.

"And one for you, Spike." He said, pulling out a ticket as he giggled happily out the door, stopping when Applejack looked at him smugly, crossing her hooves. Spike giggled to himself as he walked past her, Skystrike following. They caught up with the group who was a few feet ahead. Halfway to the restaurant, a sudden realization hit Skystrke.

"God damnit." He said, causing everyone to look at him.

"What?" Twilight asked worried.

"...I forgot my tea from earlier."

* * *

 **Ant there's chapter 4. My computer has been broke for a few weeks, and I just got it fixed. I do plan on trying to get one chapter a week or at least two chapters a month from now on until situations come up.**

 **Next chapter, Applejack is overworking herself. Will Skystrike decide to help, or will he let the others deal with the problem?**

 **Huge thanks to Daniel Red Dragon for being my beta reader! He has some good stories, I'd recommend him.**

 **Thank you for reading!**


	5. Chapter 5

**Disclaimer: I do not own MLP**

* * *

Waking up with a yawn, Skystrike got out of bed. He went to the bathroom, the tiled floor tapping as he walked across it. He looked in the mirror and brushed his teeth, getting out any plack that was once there. He spat out the toothpaste and rinsed it down the drain. Looking out of the window, he saw that the sun was just about to rise. He walked outside and took a quick glance at his house. The small hut he once had has been refurbished into an entrance room. A large two storied building was behind it, a door inside connecting the two. To the right of his house was a part under construction, the scaffolding still there.

"I'll work on that later." He said with a sigh. He stretched his limbs, his metal arm creaking in response. He quickly put his arm out straight, signaling for his armor to come. Pieces of black metal flew towards him, coming out of the windows of his bedroom. The metal slowed down as they neared him. They started around his chest, combining to make his chestplate. They then moved to his legs, starting at his hooves and moving their way up. His helmet instantly turned on and formed around his head.

" **Armor online. Current mode: Balance."** Echo said, giving a status report. " **Good morning, Skystrike."**

"Morning." He said, greeting his friend. "I'm about to start my work out. Can you time me at each section."

" **Of course."** He said. A small digital timer appeared in the helmet, Skystrike being able to see it. " **Start when ready."**

-line-

" **Your time has decreased by 12 seconds. Impressive."** Echo said, comparing his last time.

 _Nice._ He thought to himself as he went inside his house. He went to the kitchen and took out same things from the fridge. Milk, Hay bacon, eggs, and hashbrowns. He opened one of his cabinets and pulled out a frying pan. He turned on the stove, allowing for the pan to heat up before throwing on all of the food. The food was making a sizzling sound as it was cooking. Skystrike inwardly thanked himself as the oil popped on his armored hoof. After a few minutes, his food was done. He put all of it on a plate and set it at the table in the living room. He poured himself a glass or milk before digging into his food. He quickly cleaned up and walked out the door.

He was now heading towards town, planning with having to find something to do. Besides Nightmare Moon and Twilight's breakdown, the last few days have been uneventful to say the least. Being an adventurer meant something different each day. He began wondering if he made the wrong choice settling down this early. He didn't. The ground began to shake as the sound of hoof steps could be heard in the distance. He knew full well what it was, as it wasn't the first time he's seen one.

"STAMPEEEEEEEEDE!" He heard Rainbow shout from the air. He then heard loud 'Moos' from the same direction that the trampling came from. He flew up into the air to get a better view. Many cows were running towards Ponyville at an alarming pace. Multiple ponies were running around, getting into their houses and locking their doors.

Pinkie, however, was laughing. "Hey, this makes my voice sound silly!" She said, her voice distorted from the small earthquake, as she was weirdly hopping up and down along with the earthquake.

"Pinkie, are you crazy?! Run!" Twilight shouted, before running around like the other ponies.

"Everypony, calm down!" Mayor Mare said, trying to stop the panic.

"But Mayor, whatever shall we do?" Rarity said, putting a hoof over her head in anguish.

"Let Applejack handle it." Skystrike said, landing next to Rarity.

"What do you mean?" She said confused.

"Look over there!" Rainbow said, pointing to a pony running alongside the stampede.

Sure enough, Applejack and her dog was running beside the cows as the crowd cheered for her.

"Other side, Winona!" She said as her dog barked back before moving to the other side. The pony and dog worked together to move the cows close together. Skystrike smelt butter before looking over to see Pinkie eating popcorn and Rarity acting like she's about to faint. He rolled his eyes before looking back at Applejack.

"Come on, lil' doggies. Turn!" Applejack said nudging one of the cows towards the herd., letting out a moo in response. She whistled, getting Winona's attention. "Put em up Winona!"

The dog barked before jumping from cow to cow, riding on their backs before landing in front of them, leading the herd. Applejack got on a cows back before pulling out a lasso and grabbing the lead cow. She joined Winnona at the front and pulled hard on her lasso, narrowly causing the cows to avoid the town. The crowd of Ponies cheered for her, Pinkie even holding up a flag.

Applejack pulled them to a stop before throwing the lasso away. She turned to look at the cows. "Now what was that all about?"

"Moooooooo." One cow started before clearing her throat. "Oh my! Begging your pardon Applejack, but Moorealla here was startled because of a snake." All of the cows ears perked up to the mention of a snake. "And it just gave us all the willies, dontcha know?"

"Why I completely understand. Just next time, try and steer clear of Ponyville."

"We certainly will, Applejack." The cow said as the herd began walking away. "So long, Winnona~" She said before joining the herd. Winona barked a goodbye.

Applejack stood in front of the crowd of ponies, receiving more cheers from them. She ran towards her friends.

"Woohoo! Ride em' cow pony!" An ecstatic Pinkie said as she began doing flips.

"Why Applejack, that was just… just..." Mayor Mare paused, looking for the right word to say.

"Apple-tastic!" Pinkie pitched in from above before falling down.

"Gotta say, that was something else." Skystrike noted to the orange pony.

"I must say Applejack, you must be rewarded for single hoofedly saving the town." Mayor Mare began.

Pinkie let out a gasp. "I know! We could throw… A party!"

"That's a great idea! Can it be ready by next week?"

"Okie dokie lokie!" She said before running off.

"Hey uh, Skyst-" Rainbow was cut off by Skystrike's hoof over her mouth.

"Please call me Nebula in public. Very few know 'im alive, remember?" He said to both Rainbow and the group.

"Okay then Nebula... I should've asked you way earlier, but where were you for all those years."

"Not in Equestria, for the most part." He said plainly.

"Okay, but why?"

"Family issues." He again said it plainly.

"He doesn't want to talk about it." Twilight added, butting in.

"Fine…" Rainbow said, giving up. She landed on the ground in defeat while Skystrike lifted himself up into the air. He flew off at high speed towards his house, planning to finish some chores he needs done.

The ponies he left, however, their jaws were on the floor.

"Wow…" Fluttershy said quietly.

"He's quite fast, even with that ghastly armor on." Rarity said, with Twilight nodding in agreement.

"But I… well, he's not THAT fast…" Rainbow said, looking away, a bit and slightly jealous.

"Not with that armor on. It's weighing him down." Twilight said observing his apparel.

"But he's still not as fast as me, right?" She let out a nervous chuckle.

"Uuuuuuuuhh…" The three aid in response, causing Rainbow to fly away in Skystrikes' direction.

* * *

A week has passed since the stampede incident. A knock was heard from Skystrike's front door, along with the voice of the visitor.

"Skystrike? Are you awake?" Rarity said from the other side of the door. Skystrike quickly put on a crimson red cape he had hanging up, draping it over him, yet not long enough to touch the ground. It was held in place around his neck by two intertwining steel circles.

As for his right arm, he had a difficult way of hiding it. Because of his armor, he didn't need to hide it, with it looking the same. He faced the palm of his hoof towards himself, and a small holographic screen came up. It quickly scanned his face before a menu came up.

 _Manual Handling: Off_

 _Appearance: Bulky_

 _Mode: Pony_

He changed the appearance to thin. Layers of armor folded in on itself before sealing itself in place. His metal limb was now the same size as his actual limb. Finally, he pulled out a white sleeve from his dresser. He put it over his metal arm and fixed his fur to make it match the artificial fur on his sleeve. It looked and felt realistic. Of course, he put on his helmet and met Rarity outside.

"Yes. What is it?"

"I need your help with Applejack's party. Everyone else is busy, do you mind helping?" She asked, trying to butter him up, even rapidly blinking her eyes to try and sway him.

He was having none of it. "That might have worked on other stallions, but it won't work on me." He said in a disappointed tone, causing her to nervously laugh. "Fine, I'll help. Let me lock up."

He stepped outside and locked the door. A small click could be hear from it. "So what do you need help with?"

"Just decorations. Ribbons, banners, you know." She said, pulling out each item from a saddle bag as she said them. "By the way, what happened to your armor? It's quite unusual to see you without."

"I was in the middle of waxing it." He said as he stretched his body. "Walking around with it half waxed is not visually appealing."

"I see. Well, we should start heading to town. It takes a while to walk here you know." She said getting ready to start walking.

"Then we have no time to lose."

"Huh? W-Wait!" She cried as Skystrike picked her up, wedding style. He stood on his hind legs before letting off a strong flap of his wings, propelling him into the air. "AAAAAAAAAAAAAAHH!" Rarity screamed as they took off at high speeds toward Ponyville.

It took all of two minutes to get to the town square, the rest of the Mane Six save for Applejack was already there. He landed on the ground with a loud thud, a gust of wind was spread across the ground kicking up dirt and his cape. He put Rarity down hooves first, though she was frozen stiff from the shock. After she realized that she was on the ground, she breathed in large gasps of air.

"Sweet Celestia, Skystrike! What did you do?!" Rainbow said in shock.

"She said that it was a long walk here from my house, so I picked her up and flew her over here." He said, dusting dirt off of his cape and himself.

"You flew her over here because it was a long walk?!" She said in disbelief.

"I just saved us about a half hour so i'd say it was worth it. Besides, I flew slow enough so G forces wouldn't have a large effect."

"G forces?"

"The effect that gravity has on your body. I figured you learned this in school Rainbow." Twilight said, looking up from a clipboard she was holding.

"That's besides the point! You can't just do that!" She said trying to get back on topic.

"Rainbow, dear, I'm fine…" Rarity said standing up. Her legs still slightly shaking. "Just, warn me next time, please?"

"Sure thing." He said before stretching out his wings. "Well, let's get started."

* * *

"And that finishes it." Rarity said as Skystrike hung a banner over town hall. "Thanks for the help Sky!"

"Don't mention it." He said as he flew down, once again kicking up dust.

"Now all we need is Applejack." Twilight said Walking towards the two ponies. "Is she ready?"

"Actually, I haven't seen her all week." Rainbow said, slowly flying over.

"Not since the stampede!" Pinkie said joining in.

"Don't worry, she'll come." Twilight reassured them.

"For sure. Applejack is never late!" Rainbow agreed.

The time for the party had come. Everypony in town had come to the event. Twilight walked up onto the stage beginning to make a speech. She took out some note cards and quickly sorted through them and straightened them out before taking a deep breath. "Welcome everypony! Today, we are because of the pony we can always count on! A pony who'd contributions to-" She was cut off by Rainbow flying right next to her, her flashcards dropped to the floor.

"Did you see Applejack out there? What an athlete! This week, she helped me with y new flying trick, and I know it's going to be so awesome!" She squealed.

"Exactly!" Twilight said as she pushed the pegasus out of the way. "And-"

She was cut off again by another pony. "This week, I get to run Sugarcube corner for the first time!" Pinkie said in excitement.

"And how does that have anything to do with Applejack?" Twilight asked with a raised eyebrow.

She blinked. "Oh! She's a really good baker, and she's gonna help me! Applejack makes everything great, sofree samples for everypony!" The crowd cheered in response.

"Ok, that's great." Twilight said pushing pinkie out of the way. "If i could just make a point without being inter-"

"Twilight?" Fluttershy spoke softly.

"-rupted" She said annoyed as she moved over to let her friend share the podium.

"I'm so sorry, but I just wanted to mention that Applejack is also helping me this week with the bunny counting." Twilight rolled her eyes. "We're counting up all of the baby bunnies born this season. Shes gonna help gather them with her herding skills." She looked over at Twilight who was giving an annoyed look in return.

"Anyone else?" Twilight groaned looking into the crowd. No one came up. "No? Well then, as I was trying to say-" Mayor mare gave her a large smile. Twilight let out a loud groan as she threw her stack of cards into the air. She walked off the stage.

"And so, without further adieu, it is my privilege to give the prized pony of Ponyville award to our guest of honor. A pony who's trustworthiness and reliability and integrity. Ponyville's most capable and dependable friend, Applejack!" A curtain was pulled back to reveal the earth pony, only for her to not be there.

Skystrike tapped Spike on his head to stop his shouting. He still didn't realize that she wasn't there. He let out a chuckle in realization. Mayor mare cleared her throat as awkward silence came from everypony.

"Awkward…" Spike spoke as he scratched his arm.

"My thoughts exactly." Skystrike said as he looked above the ponies for any sign of Applejack. "Speak of the devil."

"I'm here!" Applejack said from the back of the crowd. She made her way though with a large bucket of apples on her back. She yawned. "Sorry I'm late. I was just- Did I get your tail?" She stumbled onto the stage. "Ms. Mayor, thank you kindly for this here uhhh… art thingy." She yawned again. Her eyes had large bags under them. "It's quite shiny and…" She looked into her reflection off of the trophy and giggled. "I sure do look funny don't I?" She moved her head back and forth, Pinkie going up and joining her.

"Okay? We just want to say thank you Applejack for saving us from that scary stampede." A slightly worried Twilight said. "And always being there for everypony."

She yawned again. "Yeah, I like helpin' pony folks… n' stuff." She said in between a yawn. She fell asleep on stage, before standing up again.

"PPFFFFFFFFFFFFFFFFT" Skystrike held in a laugh, Twilight glaring at him.

Applejack quickly shook herself awake. "Huh, wuh? Yeah, thanks!" She said as she started to drag away the trophy.

"...Was it just me, or did Applejack seem a little…" Twilight was looking for the right word.

"Tired?" Rainbow said.

"Dizzy?" Fluttershy chipped in.

"Messy?" Rarity asked. Rainbow looked at her. "Well, did you see her mane?"

"She seemed fine to me!" Pinkie said as jumped up and down laughing.

"I'm going to go finish waxing my armor. Watch out for Applejack, she looks terrible." Skystrike said as he turned to leave.

"Oh yeah, what're you doing with Applejack?" Pinkie said in curiosity. "Are you going on an adventure? Are you gonna do a sword fight? Are you gonna play games? Are you-" Pinkie was cut off by Skystrike holding up a hoof..

"We aren't doing anything. I can do most things myself."

"But darling, you can't do everything by your lonesome." Rarity said.

"That's why I said most. Besides, I'm never alone." He said tapping the side of his helmet.

"Are you for real? Helmets cant talk." Rainbow said laughing.

" **Are you sure about that?"** Echo said in a John Cena-like voice. Everyone jumped at the sudden voice.

"Who said that?" Pinkie said looking around.

" **Me. The helmet on Nebula's head."**

"Ooooooooo! What's your name?" She said grabbing the helmet and Skystrike's face?

" **I am designated as E.I. 15, though I am referred to as Echo."**

"E.I,?" Rainbow said raising an eyebrow.

"Endless intellect." Skystrike said, answering her question.

"I still don't believe this 'talking helmet thing'. How do we know that you aren't just making a fake voice?"

" **Ask me any question that I will know and Nebula doesn't know. This can be about anything."** He said confidently.

"What order do I categorize my books?"

He paused for a second. " **Sunday through Tuesday, alphabetized by author. Wednesday through Thursday, alphabetized by title. Friday and Saturday, you take out every book and dust them, check for stains, then repeat the schedule."**

To Twilights surprise, he was right on the mark. Rainbow, however, expected this.

"I always knew you were an egg head." She said, crossing her hooves.

"You have got to let me study him! He could give us so much information!" Twilight said in excitement.

" **Nebula knows almost everything I know. He has a photographic memory."**

"You dick. Now she'll want to do experiments on me or something."

" **You said we're in this together all those years ago. You said it. Own it."** Everyone laughed at Echo's roast. Twilight, however, inched closer.

"You must let me do some test. Aside from your armor, you have nothing else to do, right?" She said with an unsettling smile.

"I do have other things. It'll take a while."

"What are you doing? I can help it go faster."

"Um…" He quickly thought of an excuse. "I'm thinking up of names for my moves. No offense, but I think you'll be bad at it."

"Hey, I can think of great names!" She said defending herself.

" **You seem like the pony that keeps your pet's species name in its name."**

"Only if it fits!"

Everyone face hooved to Twilights confusion. "I'm going home…" Skystrike said in a disappointed voice.

"But-" Twilight began.

"I'm going home." He said again before flying away.

* * *

Skystrike was now sitting on top of his normal workout boulder. His front hooves were crossed and his eyes were closed. He wasn't asleep nor meditating. He, along with Echo, were thinking.

"Alright, I come down from the sky and hit the ground hard, staggering anyone around me. Any ideas?"

" **Heaven Fall."** Echo said after giving the name thought.

"Meteor Strike." Skystrike said competing.

" **Sounds good to me."** He said in approval.

"Ok, so the next one. Remember that time that I was in the air and i span towards that guy while kicking him? Why don't we call it 'fleet hoof'."

" **Too simple. Remember that really old fighting game with ryu?"**

He nodded. "Street fighter right? What about it?"

" **We call it the '** **Tatsumaki Senpukyaku'."**

"First off, that's a mouthful, and second, kinda weebish." He said inwardly cringing.

" **And who's here to call us a 'weeb'?"**

"You're right." He said with a chuckle. They sat in silence for a few more minutes before Echo thought up a move.

" **So you charge up an Incinerate spell in your hoof right?"**

"Yeah…" He said, not sure where he was going.

" **Then you compress it and move it to your fingers, right?"**

"Is this Dragon Ball Z?" He said like he was joking. Sadly, he wasn't.

" **Then you shoot it out in a straight line, right?"**

"I can't believe you're doing this…" He said in disbelief.

" **Then it explodes, right? Lets call it 'Special Beam Cannon'."**

"Wow." He said surprised. "You even got the name the same. I don't like it. Besides, cannons don't burn things."

" **That's what makes it special."** He said that as if it was obvious.

"What are you talking about?" The two were interrupted by a Twilight looking up at them.

"Nothing…" He said brushing off the previous conversation. "We will continue this later." He whispered to Echo as he hopped down from his bolder. "So what's up? From the rainbow streak that went across the sky earlier, I guess it's about Applejack?"

"Yes." She said with a sigh. "Big Macintosh injured himself so she decided to buck every apple herself. I was hoping you could talk to her?" She had pleading eyes.

He sighed. "I can't."

"But why? Don't you care about your friends?"

"Friends are ponies you can trust. It is earned, not given like an unneeded extra." He looked her straight in her purple eyes. "So far, none of you have done anything substantial to earn my trust." He turned around and got back on his boulder. "The main reason is because I'd rather not be any more of a hypocrite than I already am."

"What do you mean?"

"Twilight, for as long as you've known me, have you ever seen me ask for help or get help from anypony?"

"No, but I don't think that matters." She said boldly.

"It does. Me refusing help from ponies then offering help to the same ponies just doesn't feel right."

"But…" She was stumped on how to respond.

He let out a loud groan. "Tell you what, you get her to let the others help, and ill help too. Will that get you off my back?" He said in annoyance.

"Yes. Thank you, Sky." She said with a smile.

He grunted. She began making her way back to Ponyville as Skystrike decided to start meditating.

" **What are you doing?"** Echo asked.

"I'm meditating!"

" **You're not meditating, you're sleeping, I know the difference!"**

* * *

"We came as soon as we heard!" Twilight said to the nurse.

"What the hell happened!?" Skystrike yelled in a small demanding tone.

"Thank you both for coming. We need all the help we can get!" She pulled back the curtain to see over a dozen ponies sick, one puking in a bucket. Some he knew.

"It was a mishap of home of the baked goods.

"More like baked bads." Skystrike laughed to himself as he walked inside, everypony groaning save for one.

"Heh heh… I get it…" Pinkie said before barfing.

"Alright, I got this." Skystrike said before stopping at one of the beds.

"Nebula, we have medical training. We just need you to-" The nurse was cut off by Skystrike speaking over her.

"Do you know how many times I've had to take care of myself out there?" Broken bones, poison, heat stroke, frostbite, etcetera. I know what I need to do." He said as he opened up his saddlebag. Inside were a large amount of small red vials with corks on each one. He walked up to a grey pegasus, getting ready to barf in the bucket under her head.

"Hey Derpy." He said looking at the mare.

"Oh hey, Mr. Nebula." She said in an uneasy voice. She barfed in the bucket as her face turned green. "How are you?" She said looking up at him.

"Never mind that. How did this happen?" He asked.

"I ate some really weird muffins that Applejack made." She held back a barf. "I don't know what was in it, but that's why everyone's here."

His blue eyes turned a lighter shade, even faintly glowing. "From the sound of it, you all have food poisoning." He said as he put his saddlebag on the ground. He pulled out one of the red vials that he bought with him. "Drink this. It should make you feel better."

"What's in it?" Twilight said watching on.

"Sorry, you'll never get my recipes." He said with a smirk.

"If we don't know what's in it, it could make her feel worse!" The nurse yelled.

"I know what I'm doing, okay?"

"But-" The nurse was cut off again.

"Derpy, drink."

"Okay." She said as she was handed the vial. She put her head back as she drank it. She made a weird face as the fluid was probably not tasty. She coughed as she finished the vial, giving it back to Skystrike, who put it back in his bag.

"Derpy, are you alright?" Twilight said as she held the mare. "What did you give her? It didn't make her better at all!"

"I gave her one of my potions. Aside from broken bones, it cures all diseases. And it did make her better, medicine just needs time until the effects are shown." He said as he pulled out another vial.

"Wow, I don't know what that was, but it did make me feel better!" Derpy said as she stood up on her bed. She stretched her wings before she took to the air, flying around the room as if it was the best she felt in months. Twilight and every nurse in the room looked at him.

"Well? Help me pass them out. It'll go faster." Twilight picked up the vials and passed them out to each pony.

"Drink it everypony!" She said. They did just that before handing the vials back to her, Twilight putting the vials back into Skystrike's saddlebag. Each one of them got up and ran out the tent they were in, all with wide smiles on their face.

A nurse with a white coat and pink mane put her front hooves on Skystrike shoulders. "You must tell us what's in those! It'll be a huge help!" She said shaking him.

"Choose your wishes wisely." He said as he began putting corks back on his vials.

"What's that supposed to mean?" She said confused.

"If I did, you all would be out of business. So, I'm not gonna tell you."

She bit her lip knowing he was right. "Now if you'll excuse me, I have a certain earth pony to see." He said as he left the tent.

* * *

Skystrike was on his way to Fluttershy's cottage before he felt the ground under him shake. "That's the second time this month!" He yelled in annoyance. His eyes were now an electric blue.

"STAMPEEEEEEEEEEEEEDE!" Rainbow screamed again as the crowd panicked. Again.

He saw a herd of bunnies rushing through the town. A pony fainted right before the bunnies were about to trample her. The bunnies just went around her, however. After the herd of bunnies past, he looked around to see many of the town's residents lying on the ground. Twilight just came back from wherever she was to witness the aftermath.

"The horror, the horror!" A beige and red pony cried.

"It was awful!" A pink and blonde one whined.

"Disaster! A horrible, horrible disaster!" Daisy whined.

Twilight looked around the town. It was empty, but seemed untouched. "I don't get it." She said in a deep, confused voice.

"Our gardens!" The pink one said, looking over her ruined flowers. "Destroyed!"

"Every last flower, devoured!" The beige one said.

"They, they, THEM!" Daisy said pointing to the bunnies eating the town's flowers.

"Um, please stop little bunnies!" Fluttershy said trying her best to get their attention. "No, no! Please, let's go home! Oh my goodness!"

"Fluttershy!" Skystrike yelled.

She jumped. "Y-yes?"

"Who caused this?" He said, his eyes were now a sky blue.

"Applejack scared them and they ran into town!" She said quickly.

"Thank you!" He said before trotting off. Twilight followed just behind him.

"Skystrike! Where are you going? And what's with your eyes?"

"My eyes get lighter the angrier I get! I take back what I said earlier! I'm going to talk with Applejack!" He yelled going towards Sweet Apple Acres.

* * *

He walked up a hill to see the orange earth pony bucking a lone tree.

"Just keep buckin'...Just keep buckin'...Just… a few… more..." She said to herself half asleep.

"Alright, Applejack, your apple bucking hasn't just caused you problems, it's over propelled a pegasus, practically poisoned plenty of ponies, and terrorized bushels of brand new bouncing baby bunnies. You. Need Help." Twilight said firmly, coming into her view.

Applejack kicked a tree, the last of the apples falling from in. "Ha! No I don't! Look! I did it! I harvested the entire Sweet Apple Acres without your help." She said with a smirk. "How'd you like them apples?" The three looked over the orchard. It was void of any apples.

"I'd like them a lot more if you didn't put other ponies lives at risk, did not nearly give Rainbow a dislocated limb, and didn't drive a hoard of bunnies through the town. You don't seem to care at all for the others or yourself! You denied help even though you clearly needed to." He poke a hoof into her chest. "You were blinded by your own pride to get help, and you're blinded by it again!"

"What's that supposed to mean?" She said letting out a light growl.

"LOOK!" He yelled pointing to her left. Her jaw dropped as she looked over the other half of the orchard.

"How do you like them apples?" Big Mac said coming out of nowhere.

"Huh? But.. wha…" Applejack stuttered until she finally collapsed from exhaustion and shock.

A few minutes passed until Applejack regained consciousness, "Applejack? Applejack!" Twilight called out before she answered.

"Huh?" She said in response.

"Oh good," Twilight said with a smile before her stern look came back. "Look, we know you respect the apple family ways. You're always there to help anypony in need. So maybe you can put a little of your stubborn pride aside and ask your friends to help you.

She looked over the apple trees before sighing in defeat. "Okay, Twilight."

"I am not taking no for an answer-what?" She cut herself off.

"Yes Twi. Yes please! I could really use your help. You too Sky." She pleaded.

"Will do. Twilight, can you get the others? I plan on getting this done quickly." He said as he pushed one hoof into another, a cracking sound being the product.

"Will do." She said before teleporting away. She came back with the gang in tow.

"Alright, you're here. So, you girls wanna see something cool?" Skystrike said looking back at everypony.

"...Yeeeeeeeeeeees?" The girls said carefully.

Skystrike flew up into the air. He could feel the air thin as he got higher. He positioned himself over a large amount of the trees.

"What do you think he's doing?" Rarity asked holding a hoof over her eyes to block the sun.

"Probably just some lame trick." Rainbow said not expecting much.

"Ooooooooooo!" Said Pinkie hopping up and down. "This is going to be so cool!"

"I think I know what he's doing…" Twilight said wearily."

Skystrike began do dive towards the ground, a navy blue streak following him. He flapped his wings hard as he came closer to the ground. The air began to bend around him, forming an acute angle.

"Hold on to something, girls!" Twilight yelled as the group hugged the ground.

A large boom was heard as a navy blue and sky blue circle expanded behind him as he hit the ground. "METEOR STRIKE!" He shouted as he punched the ground. The land shaked and a large gust of wind went by everything in sight. Every apple in every tree fell to the ground, as did some of the leaves and small branches. Everypony's jaw dropped

Skystrike stood up and dusted himself off. "Pretty cool if I do say so myself."

"Cool!?" Twilight shouted. "That was-"

"AWESOME~" Rainbow said, throwing her hooves up into the air.

* * *

 **And that's the fourth episode. After reading over this, looking at the meme and the naming part, I couldn't help but feel as if there was filler. I want each chapter to have at least 5000 words, so I want to ask your opinions. Would you all rather have really short chapters, or have one chapter spanning over multiple episodes? Leave your answers in the reviews!**

 **The Beta reader for this chapter was Daniel Red Dragon. Huge thanks to him!**


	6. Chapter 6

It was almost 10 a.m when Skystrike was interrupted from his work by a loud knock on his door. He threw on his armor and grabbed his swords. He put them on his waist and walked towards the front door. He looked through a camera in his mask that was hidden outside in one of the various bushes he decorated his land with. He saw Rainbow trying to look through a window. The door made a loud creaking sound as he opened it, catching the visitor's attention.

"Hey Skystrike! How's it going?" Rainbow asked, greeting him.

"It's been going fine. Just finished the armory, started on the trophy room. How about you?" He answered.

"Well, me and Pinkie found something you may like over in Ponyville." She said smiling.

"Neat." Skystrike said, then asked, "What is it?"

"It's in front of Sugarcube Corner. I'm going ahead so no one else can get it." She replied, trying to hide a snicker.

He decided to play along. "Alright. I'll meet you there." Rainbow flew away as Skystrike began jogging towards town.

When he arrived, Rainbow was standing there with a box on her back, trying her best to hide a grin.

"So? What is it?" He asked.

"The cakes made a batch of cookies from a new recipe they've been trying, and I got them fresh! Want one?" She said handing him one.

He eyed the cookie curiously. It seemed like your normal chocolate chip cookie. He took a bite, the chocolate melting in his mouth. "You know, i often don't like chocolate, but this is good." He said taking another bite.

Rainbow pointed at Skystrike with a grin before Pinkie appeared out of nowhere behind him with her party cannon. Skystrike turned around, seeing straight down the barrel of the cannon. The strike of a match could be heard as Pinkie set the fuse. As soon as he heard this, Skystrike pushed against the ground and rolled out of the way. He landed on his hooves, his body low to the ground. A large boom was heard as a very large cake came out of the cannon, along with confetti, and streamers. All of those landing on Rainbow Dash who did not react fast enough. She looked like she dove straight first into a cake, but it was the other way around.

"Well you tried." He said as he stood up straight.

Pinkie was laughing as Rainbow tried to get the cake off of herself. "How'd you know we were doing that?" She asked, freeing one of her eyes.

"I didn't." He shrugged. "I just heard the fuse burning and smelt smoke." He scraped a glob of cake off of her and ate it. "This is also good."

"But you did it so fast!" She exclaimed.

"When I was fighting, I had to react fast. If I didn't, I'd die. If you wanna prank me, you're gonna have to try much, much harder than that." He said as he got the last of the cake off of Rainbow. Pinkie was still laughing. Skystrike, however, decided to play a little joke of his own.

"Hey, you missed a spot." He said pressing a hoof against her chest.

"What?" She said as she looked down to try and see where he was pointing. He grinned as he dragged his hoof up, making the back of it rub against her face.

"BUCK!" She shouted as Pinkie laughed even harder. She just fell for one of the easiest pranks ever.

"You got played." He said as he walked away from a pissed off Rainbow, who give him a glare before chuckling to herself.

* * *

He knocked on the door of the Carousel Boutique. "Come in." Rarity said in the middle of sneezes. He walked inside to see her mannequins dressed up in various outfits as he heard running water from down the hall.

"You okay?" He asked as he continued hearing sneezes from her direction.

"Rainbow Dash and Pinkie Pie put sneezing powder in some flowers on my doorstep. I'm almost done washing it off." She said before coming out to greet him. "So, Skystrike, what do you need?"

"I want you to make me a cape."

"But don't you already have one?" She asked, as she rubbed her nose.

"Yes, but I want a different one." He said to her. "I already got it planned out too." He said as he pulled out a sketch of his cape. It had a look of a normal cape. It was a midnight blue that faded to black as it went further down. On the back of the cape was a large white four pointed star. It had lines going through it, being the same shade as the rest of the cape. In the center of the star was a hour glass that was surrounded by the same gradient as the rest of the cape. It was to be held in place by two steel circles like his last cape.

She hummed to herself. "I think I could do this. I think it'll take me a week tops. Is that fine with you?" She asked putting on her reading glasses and taking the sheet of paper from Skystrike.

"Yes." Skystrike nodded. "And how much will it be?" He reached into his bag, his whole arm going in.

"How did you do that?" She asked. "And don't worry about payment. We're friends, aren't we?"

He gritted his teeth, Rarity not being able to see it due to his helmet. "Do what?"

"Your bag. It's like it's bottomless."

"Oh, I found this bag while adventuring some ancient poni ruins." He explained. "Apparently, it was enchanted by a group of powerful unicorns. They made it so if you put something in, it doesn't age at all in the bag. And anything you put in the bag, it stays in until you take it out again. It may be endless, but there isn't much in here anyway."

"So it's like an endless storage?"

"Ye-" He was about to confirm her question before the sound of the door opening could be heard.

"Hey, Rarity! I'm home!" A filly's voice could be heard from the front as the door shut behind her.

"Oh my, I forgot today was a half day." Rarity reminded herself. "Sweetie belle! I have someone I'd like you to meet!" She said as hoof steps could be heard coming towards the two.

A white unicorn filly with pink and purple hair walked into the room. Her green eyes widened when she and Skystrike made eye contact.

"Uh… Hi." He said awkwardly. He was about to introduce himself before he covered his ears due to the loud high pitched squeal coming from Sweetie Belle. She then began hopping around him.

"Oh my gosh! It's really Atlas Nebula! I'm your biggest fan!" She said as she stopped her jumping. "I didn't know you were friends with my sister!"

"You could say that. Right now, i'm here for business."

"I'm making him a cape. It's rather large for one, but he is too." Rarity said, showing her sister his design. Skystrike stopped himself from making a size joke.

"Oh, can I help?" Sweetie Belle offered.

"Uh sorry, Sweetie Belle. But this seems really important. You can't-"

"You know what, why not." Skystrike said as both Rarity and Sweetie Belle were both surprised. "I'll just see what happens. Maybe it'll be good."

"Are you sure? It could go horribly wrong." Rarity asked.

"If it does, I'll pay for the lost materials." He said, fine with whatever the outcome may be. "You two have fun. I gotta go work on my house." He waved goodbye as he walked out the door.

* * *

It was a new day, and Skystrike finished his daily work out. He had just finished breakfast before he heard knock at his door. He looked through his cameras once again to see a large being at his door. It was as tall as your average stallion, so still shorter than Skystrike. It had an eagle like face and wings, along with its front legs. It's back legs were like a lions along with its tail. It was carrying a large bag on it's back.

He opened the door to the griffon. "Got a package here for Atlas Nebula?" She said pulling out a large box and reading the name tag.

"That's me." He said taking the package and giving her her payment. He looked at her, getting a better view. Their eyes made contact. "...Gilda? From Junior speedsters flight camp?"

She looked confused. "Do I know you?" She asked wearily.

He pressed the button on the side of his mask, allowing her to get a good look at his face. "Long time no see."

"No way. Skystrike? I thought you were dead!" She said in surprise.

"Nah, just hid for a while." He stated as he shook his head.

"Hey dude, you wanna come hang with me? I was planning on meeting up with Dash after I delivered your package."

"Why not. I got nothing else to do." He said as he locked his door.

"Hey Strike." She started. A grin crept onto her face. "Last one there is a dodo bird." She said before she sped off towards Rainbows house.

"You're on." He said before pushing against the ground, pushing him forward. He began flapping his wings, and in seconds, he was neck and neck with Gilda. She gave him a look of surprise before she flapped her her wings harder, going past Skystrike. He however, was just getting started. He flew high into the air, Gilda now much farther ahead. She looked back and smiled, thinking she was going to win. Skystrike dove down at an angle and built up speed. He pulled up slightly, allowing him to fly horizontally, being able to keep all his speed he had gained. He flapped his wings hard, and in mere moments, he flew past Gilda at speeds that she couldn't keep up with. Seeing Rainbows cloud mansion in the distance, he flew upwards, the gravity against him slowing him to a stop before he began flying just above the clouds. A long moment passed before Gilda's claw grabbed onto the cloud, pulling herself up. She was sweating heavily.

"You're slow." He said as Gilda looked at him, panting heavily.

"You only won because of that thing you did." She stated, looking back at him.

"I just worked out. I don't want to use up most of my energy again. Besides, no one realizes how heavy this armor is. It weighs as much as me." He defended himself. "And as long as we're up here, I gotta fly."

"But you're a pegasus. You can land on clouds." She said, stating the obvious.

"Normal pegasi can. I have no magic, meaning I can't land on magic clouds." He said, crossing his front hooves.

"Oh right." She said as she knocked on Rainbow's door.

The sound of the door unlocking was heard before the mare poked her head out.

"Gilda! Long time no see!" Dash greeted her old friend. "How have you been?"

"It's been going well." Gilda answered. "Guess who I bought to hang out with us?" She stepped to the side, revealing the armored pony.

"Wus poppin'" He said as he waved to her, still flying.

"Hey Nebula!" She greeted him. "You remember Gilda, right?"

"Yes. Already showed her my face." He answered. "By the way, beat Gilda on the way here even though she got a head start." He jokingly puffed his chest out.

"You beat Gilda?" She asked, her jaw dropped.

"Is that surprising?" He asked confused.

"Yeah! You never beat anyone in a race! Not in flight camp or in school!" Dash answered.

"That's because every race I had during those times, I was always flying, so I was understandably tired. And if I did race, where would I rest?" Skystrike asked.

"Oh yeah… I guess that makes sense." She said as she thought about it.

"Aside from flying, I was the top athlete in gym, and got the highest grades in our grade." The armoured pegasus stated.

"Egghead." Both girls said in unison before giving each other a hoof-fist bump.

A voice could be heard from below the three. "Rise and Shine, Rainbow Dash! It's a brand new day and we got a lot of pranking to-" Pinkie was cut off by Gilda stretching her head over the clouds, looking down at her.

"Mornin' Pinks!" Rainbow said before flying down.

"Oi." Skystrike said as he dove down before skidding to a top. "What are you wearing?"

"Gilda, this is my gal pal, Pinkie Pie." She introduced her. An eagle like screech was heard before gilda landed. Pinkie's facial wear all fell to the ground.

"Hey, what's up?" She asked uninterested.

"Pinkie, this is my Griffon friend, Gilda." Rainbow pointed a hoof motioning to her.

"What's a Griffon?" Pinkie asked.

"The love child of a lion and eagle." Skystrike said, getting a glare from Gilda.

"The what?" Pinkie said laughing.

"She's half eagle, half lion." Rainbow explained.

"And all awesome." Gilda said landing next to Rainbow and giving her a side hug. Rainbow pushed her away before doing a secret hoof-hand shake.

"Gilda is my best friend from Junior Speedster Flight Camp." Rainbow's eyes lit up in realization. "Hey, you two remember the chant?"

"Of course I do. They made us recite it every morning. I'll never get that lame thing out of my head." Gilda said with a groan.

"You mean the song that was extremely cringy, boring, and seemed to be made the day before camp started? Yes." Skystrike also said with a groan.

"So~" Rainbow said hoping to get them to sing it.

They both let out a sigh. "Fine…" They both said as all three flew up into the air.

They all sang in unison.

 _"Junior speedsters are our lives!_

 _Sky bombs, soars and daring dives!_

 _Junior speedsters, It's our quest!_

 _To come and be the very best!"_

They finished by standing on their hind legs, waving their arms in the air. Pinkie's only reaction was to laugh as Rainbow bowed while Gilda slid her hand across her head feathers. Skystrike had a look of pure disappointment.

"Can't believe I did that." He said as he facehoofed.

"That was awesome!" Pinkie said walking up to the three. "I just got a great idea for a prank!" She smacked her face against the ground, her facial wear put itself back on. "Gilda, Nebula, you game?"

"Huh… well I grove on a good prank as much as the next griffon. But, Dash. You promised me we'd get a flying session in this morning." Gilda said as she flew into the air.

"Don't get me wrong, pranking is funny, but I wanna hang with Gilda for a little while. Haven't seen her in years." Skystrike said.

"Yeah, uh, well, Pinkie Pie? You don't mind do you?" Rainbow said as the two flew up into the air after their griffon friend. "We'll catch up with you later!"

"Oh, um, sure, no problem! Have fun you guys! I'll catch up..." She let out a sigh as the three flew away, none but Skystrike looking back. "Later." She said sadly, walking off.

* * *

The three friends were flying over Ponyville doing loops, corkscrews, and other various flying tricks. They were enjoying themselves. Gilda flew past Rainbow, making her speed up. Skystrike caught up to the two from behind easily. Skystrike flew just above a large cloud as Gilda landed on it. Rainbow tackled the cloud making a 'poomf' sound as she landed. The two girls laughed as Skystrike opened his helmet, wiping away a little sweat.

"Can we land on the ground? I'm getting a bit tired." He said to them.

"Come on, Sky. You can handle it." Rainbow said, reassuring him.

"We've been flying for almost three hours. I can handle it, but I don't wanna wake up tomorrow with my wings feeling like jelly." He said with a slightly annoyed tone.

"Come on, just a little longer you filly." Gilda said teasingly.

"Fine, you chicken." He said getting a chuckle from her.

"So now what?" Rainbow asked.

"Hey there!" Pinkie said poking her head through a cloud before falling.

"Huh?" All three said, surprised to see the party pony.

"It's later!" Pinkie said poking her head back through before falling again. "And I caught up!"

The three looked down to see Pinkie jumping on a trampoline. "Well, she's determined." Skystrike said in awe.

Rainbow laughed. "Pinkie Pie, you are so random!" She snorted.

Gilda gave Pinkie an annoyed look.

"Hey Dash, Strike, Think you got enough gas left to beat me to that cloud?" She asked pointing a claw to the furthest one she could see.

"A race? You are so on!" Rainbow said getting ready to take off.

"Ok. Guess I gotta beat Rainbow now." Skystrike said as he got ready.

"One, two, three, go!" Gilda said as the three took off, Skystrike taking the lead. He was meters ahead from the two as he touched the cloud, going through it.

"Winner winner, make me dinner." He said in victory.

"I was just going easy on ya." Rainbow bluffed as she came in second.

"Sure you were, Dash." Gilda came, being a close third. "Besides, you got last."

"What! No way, I was way ahead of you!" the blue pegasus exclaimed.

"As if!" Gilda said crossing her arms.

The two began to argue between each other as Skystrike watched a slowly rising pink pony being held up by balloons coming up to their cloud.

"What?" He asked in disbelief as Pinkie came up.

"Wow guys!" Pinkie shouted, startling the two girls. "That was really close! But Rainbow just beat you by a teeny-meanie-itty-bitty-smidge of a hair! Or a tinie-meanie-itty-bitty feather!"

Rainbow laughed as Gilda's glare of annoyance tightened. Skystrike gave the griffon a curious look before turning back to Pinkie.

"See? Good thing Pinkie Pie is here to keep you honest, G." Rainbow said jokingly.

"Okay, Dash! Last one to that cloud up there is a gnarly dragon!"

"I'll go and call the winner." Skystrike said as he flew ahead, looking back. Gilda didn't go with him however, allowing him to get a full view of what happened between the griffon and the flying earth pony. He looked past an oncoming dash to see Gilda popping Pinkie's balloons. A face of worry appeared on the pony's face as she slowly fell toward the ground. "Rainbow won." Skystrike said, acting like he didn't see a thing.

"Wow! You guys almost got away from me that time!" Pinkie said flying up in her own makeshift helicopter. She peddled the pedals to keep the propellers spinning. Gilda was now undeniably angry. She put on a face to her friends as if it was normal.

"Say Dash, Skystrike, got any moves in your tricktionary? I mean one hundred percent old school?"

"New moves?" She asked as if she was being underestimated. "It's gonna take a while." She flew away, Gilda giving her a fake smile.

"I gotta go sharpen my swords." Skystrike said making an excuse to leave.

"Alright, bye." Gilda and Rainbow said as they waved to him.

It was time for Skystrike little stealth mission to begin. He flew away from the three and dove toward the ground. He pulled out a pastel blue potion and drank it. Almost instantly, he became invisible, the light seeming to bend around him. He quietly flew back up to Gilda and Pinkie as Rainbow was doing flips and turns. He began to eavesdrop on their conversation.

"Hey Pinkie, com' ere." Gilda said motioning a claw.

Pinkie did so. "Yeeees?"She asked innocently.

Gilda grabbed the pole connecting her to her rotor blades. She got uncomfortable close to her face. "Can you not take get lost for an answer?" Glda asked angrily. "Dash doesn't need to hang with a dweeb like you now that i'm around. You're dorkin' up the skies Stinkie Pie." She mocked as she grabbed her nose. "Now make like a bee, buzz off!" She yelled as she pulled back both claws and grabbed Pinkie's rotor blades, causing her to spin instead. Pinkies face was a mix of dizziness and fear as she fell towards the ground.

Skystrike cursed under his breath as he dove after the pink pony. She was going towards the earth fast, but he was faster. He quickly grabbed her out of the seat while the machine was still spinning. He watched a dizzy Pinkie in his hooves and her contraption dive towards the ground, ending with a crash. Pinkie snapped out of her dizziness as Skystrike landed on his hind legs. She jumped out of his hooves an looked up from where she fell as a look of puzzlement formed on her face.

"Skystrike? I thought you went to sharpen your swords?" Pinkie asked surprised to see him. "And thank you for catching me."

"When you lived the life i've lived, stealth becomes your second nature." He explained before looking at the scrap heap that was once pinkie's mini helicopter. "I could probably fix that if you need me to."

"Dont worry, I got a spare. C'mon! I wanna go talk to Twilight about this. You were there, so you could help!" She said as she pulled him along. Skystrike sighed.

* * *

The two were now in Twilight's home. Pinkie was ranting to Twilight about what happened, said mare was listening, or barely seemed to be.

"So, Pinkie Pie, Skystrike, are you sure this friend of Rainbow Dash is really so mean?" Twilight asked as she skimmed through a book she was reading.

"Uh huh!" Pinkie nodded. "Yeah! She keeps stealing Rainbow Dash away, she pops my balloons, and she told me to buzz off! I've never met a griffon that mean!"

"I don't think you've met any others, but i assure you, they aren't all like that. She is right though. Gilda may not have noticed, but i saw all the things she did to Pinkie." Skystrike added.

"You know what I think Pinkie Pie?" Twilight finally looked up from her book. "Well, I think you're jealous…"

"Jealous!?" She asked in disbelief.

"Green with envy." Spike joined in the conversation. "Or in your case, pink with envy."

"Well, yes, jealous." Twilight confirmed.

"Twilight, you haven't known Gilda like I have, let alone met her." Skystrike started as he crossed his hooves. "Everything Pinkie said about Gilda is true. She has been pushing her away...Wait, if she's been doing that during JSFC, that would explain why those two are best friends. She pushed away the other candidates, and she tried with me. That was Rainbow's only friend during that camp."

"Let's not make baseless claims, Skystrike. You may be a little jealous too." Twilight told him as she levitated a book towards her.

"I could care less if Rainbow doesn't want to hang out with me. I just care about who she's with." Skystrike replied.

"Look, I don't want to upset either of you, but just because Rainbow Dash has another friend doesn't make Gilda a grump." Pinkie's eyes widened in shock as Skystrike narrowed his eyes with anger. "I mean, perhaps it's you two who needs to improve your attitudes."

"OUR attitudes?" The two said in sync.

"Nice to know you don't believe us..." Skystrike said as he walked towards the door. "Hey Pinkie, you said you wanted to hang out today right?" He looked back at the angrily stuttering Pinkie. "Well let's go." He pulled open the door hard.

An angry grunt was all that came out of her as she followed him out. She slammed the door behind her. The two were walking around Ponyville quietly for a good while before Pinkie broke the silence with a sigh.

"Maybe Twilight is right, maybe Gilda isn't a big mean grumpy mean meanie pants. Maybe I'm just a big jealous judgemental jealous jealousy pants…" She said as she looked down.

"Pinkie, don't doubt yourself. In some situations, we may end up being in the wrong, but in this one, only we and Gilda know the truth. We have nothing to be jealous about." Skystrike reassured her, hoping to get her spirits backup. "Wanna go to Sugarcube Corner? My treat." He asked as the shop came into distance.

"Sure... " She said as she kept looking toward the ground.

Skystrike enter the store, greeting Mrs. Cake as he walked towards the counter. He bought a medium smoothie for Pinkie and an extra large vanilla milkshake for himself. He paid the bill as he balanced his milkshake on his head and held Pinkie's in his hoof. He bought the drinks out to a sad Pinkie who was lying her head on the table she was sitting at. After putting her drink down, she lifted her head just enough to reach the straw. Skystrike got to work on his own, sucking through the large straw from his 1 liter drink. The sweet taste of vanilla entered his mouth, soothing each one of his taste buds. "This is unnaturally good." He said to himself, almost half of his milkshake gone.

"Haahahah! That was sweet!" A familiar voice came from above as Pinkie hid under the umbrella shading her table. Skystrike took his mouth off the straw and hid as well.

"I gotta take care of some weather around here, shouldn't take long." Rainbow said as she and Gilda flew by. "So hang out in town and I'll come by when I'm done."

"That's cool I guess. Imma go chow down." Gilda said as she landed

"Later!" Rainbow said as she flew off.

"Hey Pinkie, wanna help me on a stealth mission?" Skystrike asked as he finished his drink.

"You know it!" Pinkie exclaimed with a smile. The two quickly hid behind a building. Skystrike peeked around the corner as Pinkie stood on his back as she did the same, keeping an eye on Gilda. Said griffon looked over to Granny Smith who was smelling some fresh produce for sale. Gilda appeared behind the cart and put her tail up, scaring the elderly pony.

She shrieked. "A rattler, A rattler! Run for the hills, everypony save yourselves!" She yelled as she slowly ran away.

Gilda stood up and patted her tail against one of the tomatoes the pony was selling. "This stuff and fresh dude." She said as she walked away.

"That was just messed up." Skystrike said as Granny Smith slowly ran away. "Wasn't even a joke."

"Yeh, how mean!" Pinkie agreed before shaking her head. "No no, I can't misjudge her. It was kind of funny." She said as they kept watching. "I guess..."

Gilda walked up to a group of ponies talking around one of the produce stands. She looked around to make sure nobody was watching before swiping an apple from one of the buckets and eating it, core and all.

"I knew it!" Pinkie gasped. "I did misjudge her. She's a meanie, and a thief!" She said, slamming a hoof on the ground before shaking her head again. "No no no no no. She might give it back!" She said hopefully.

"She ate it Pinkie. How is that gonna happen?" Skystrike asked as he kept looking towards Gilda, who was walking down the path.

"Almost there. This way." Fluttershy gently said as she was leading a mother duck, father duck, and her ducklings through the town. A few ponies were watching the scene as Gilda was walking directly into Fluttershy. They met with a bump.

"Hey!" Gilda shouted.

"Oh, please excuse me..." A quiet Fluttershy apologized.

"Watch where you're going!" Gilda shouted as she spread her wings to look bigger. "I'm walkin' here!"

"I'm sorry, I was j-just…" Stuttered the shy pony as she backed away.

"I'm sorry, I'm sorry." Gilda mocked. "Why don't you just watch where you're going, Doofus!" She let out a scream as she walked closer to Fluttershy, scaring the ducks away.

"B-b-b-but I... I..." Fluttershy could barely speak.

Gilda let out a lion like roar, Fluttershy running away crying. The ponies around her watched as she ran towards her house.

"OK, that's it." Skystrike said walking out from his spot next to Pinkie. He walked directly in front of Gilda. "Gilda, the fuck do you think you're doing."

"That pony ran into me. She should've looked where she was going." She said grinning. A crowd was starting to form around the two.

"You knew damn well you were going to run into her." He said, his eyes turning an electric blue. "But you know what, I guess it's fair. You ran into something you didn't see coming just now.

"And what was the-" he was cut off by his left hoof colliding with her right cheek. The crowd gasped in shock as she skidded across the ground. She went back a few meters before the dirt painfully rubbing against her stopped her momentum She stood up, clutching her cheek. A look of anger appeared across her face.

"I have to go comfort a pony, so I'm gonna have you do one of two things. Leave now and don't fuck with anypony here, or let my knock your non-existent teeth out of your mouth. He said as he threw his swords to the side. "Your choice."

"I don't need to deal with a dweeb like you anyway." She said trying to regain her pride before sluggishly fling away due to her hurt wing.

Skystrike looked around at the crown. A few took some steps back in fear as most stood completely still. One pony walked up to him in puzzlement.

"Hey Bon Bon." He greeted as he rolled his wrist.

"Dear Celestia, Nebula, why did you do that?" She asked throwing out a hoof.

"If you remember the last time we met, I said I protect those who cannot protect themselves." He said as he picked up his swords. "If she did the same to anyone of you here." He said motioning to the crowd." I'd doubt the outcome would be different. He tightened the straps around his waist, letting his swords stay in place. He pulled two bits and threw it to a pony with a white coat and cobalt blue mane. "That's for the apple Gilda stole." He said as she caught it. He flew off in the direction that Fluttershy ran into. He followed the path, leading to her house. Landing on her doorstep, he knocked on the door. Fluttershy opened the door to her cottage to greet him, and it was obvious that she'd been crying.

"Hey Flutters." He said putting a hoof on her back before pulling her close into a hug. She cried some more. "I'm sorry I was gone for so long. I'm sorry that I wasn't there to help you. But I don't plan on leaving anytime soon." He comforted her as she cried into his shoulder. They spent the next few minutes in a hug before Fluttershy stopped crying. She invited him in for tea, and he gladly accepted, even taking off his helmet. The two caught up on the past, telling each other what they've been up to, sharing laughs and such. The animals slowly began to warm up to Sky after Fluttershy introduced him to them. Some birds even picking out some of his hair to make their nest, much to Fluttershy's amusement. They spent so long talking that their tea had become cold. It was relaxing for the both of them. A knock was heard at the door as they were talking.

"Hey, Fluttershy,wanna come to a party I'm hosting for Gilda?" Pinkie asked quickly.

"Oh um…" She pondered.

"Sure, we'll come." Skystrike said appearing next to her.

"That might be a bad idea after what you did earlier..." Pinkie said trying to hint at a 'no don't come'.

"What did you do earlier?" the yellow pegasus asked as she raised an eyebrow.

"You know how I said I protect those who cannot protect themselves?" He said as Fluttershy's eyebrow raised more.

"He hit her in the face." Pinkie said innocently.

Fluttershy sighed in disappointment. "I'm not surprised. It does sound like you." She said holding her hoof to her face.

"I'm still going to the party." He said laughing. "Just to make sure the party goes well. I also got some stuff to say to her. She's going to get slayed." He grinned.

* * *

Pinkie was waiting at the door for ponies to come. She welcomed each in as more came.

The room had streamers hanging from the ceiling an a table packed with food on top of it. Many games were set around the room, though no one played any yet. Pinkie welcomed Skystrike in, and almost instantly, everypony who was at the fight earlier looked at him before murmuring to themselves. He sighed at did what he normally does. Or so he thought.

"Hey Nebula, over here!" He looked to see Applejack waving at him and Rarity standing next to her with a package on her back.

"What's up you two?" He asked as he walked up next to them.

"We're fine, darling, and I finished your cape!" She said handing him the package. "We'll me and Sweetie Belle. Hope it's to your liking."

"I'll open It later." He said as he pushed it into his bag. "Don't want to get it dirty."

"Anyway, who's this Gilda fellow that i've heard nothing' about?" Applejack asked.

"I hear she's an old friend of Rainbow Dash, and you Skystrike." Rarity noted.

"She was my friend. Not anymore." He looked over to his left to see Twilight and Fluttershy talking. "You two enjoy the party, I gotta go talk to Twilight." He said before walking away.

"You've met Gilda! What's she like?" Twilight asked Fluttershy, who avoided eye contact.

"Oh um, well… I'd think it's best if you meet her." Fluttershy said quietly.

"Hey Flutters, it'll be alright. I got a plan." He said before walking towards Rarity and Applejack, leaving a confused pony.

"I'm back." He said greeting the two again.

"Darling, what do you mean by used to?" Rarity asked slightly confused.

"You mean with Gilda? She's not the griffon she used to be. I guess I just don't want to handle that."

"Now sugarcube, you can't abandon one of your friends just because they changed." Applejack said not believing what he said.

"You'll see what I mean when she comes here." He said with a sigh

"Gilda!" Pinkie shouted.

"Speak of the devil." He said with a chuckle.

"I'm so happy that you came to my signature Pinkie Pie Party!" She said smiling. "And I really, truly, sincerely hope you feel welcome here amongst all us ponyfolk!" She finished as she put out a hoof. She slowly put up her claw to shake it. As soon as she grabbed it, a surge of electricity went through her. She fell dizzily to the ground.

Pinkie and Skystrike both laughed at this until Pinkie revealed the cause. Rainbow came up Laughing. "Oh Pinkie Pie, the old hoof shake prank. You are a scream!"

"Yeah." Gilda faked a laugh. "Good one Pinkie Pie."

"Come on G, I'll introduce you to some of my other friends."

"Right behind ya, Dash!" She turned to Pinkie. "I know what you're up to." She warned.

"Great!" She replied smiling.

She growled. "I know what you're planning!"

"Well I hope so, this wasn't supposed to be a surprise party!" She laughed.

"I mean, I got my eye on you."

"And I've got my eye on you!" Pinkie joked before going to the center of the room. "Everyone, I'd like you to meet Gilda! A long time dear friend of Rainbow Dash and Atlas Nebula!" She pulled her into a hug. "Let's welcome her to Ponyville." The crowd cheered for her, making her snap out of her death glare to Pinkie and putting on an awkward smile.

"So she does have teeth." Skystrike said aloud as he kept watching Gilda.

"Help yourself!" Pinkie offered as they walked up to the snack bar.

"Vanilla lemon drops! Don't mind if I do!" Gilda said not noticing Rainbow Dash having a wide smile. She popped one into her mouth and her face turned a hot red. Fire bursted out of her beak as Pinkie roast a marshmallow. "Hot, hot!" She puffed as she ran around.

"G, the punch!" Rainbow laughed as Gilda ran to the punch and got a glass of the drink. Only for it to run down the cup and spill onto the floor.

"Hah! Whaddaya know! Pepper in the lemon drops and punch in a dribble glass!" Pinkie said as everyone laughed along with her.

"Your face was priceless!" Rainbow laughed.

Gilda ran to some water cups on the counter. She threw it into her mouth and breathed heavily. "Yeah hilarious…" She growled.

"Hey G!" Rainbow caught the griffons attention. "Look, presents!"

She dashed up to the table with the gifts sitting on top. She grabbed one and pulled the ribbon off with her beak. Spring snakes jumped out in every direction, the surprise leaving her feathers all puffed out. Skystrike laughed harder than normal.

"Spitting' snakes! Somepony pulled that prank on me last month!" Applejack giggled along with Rarity.

"Ha ha." Said an annoyed Gilda. "I bet I know who that was…" She said looking toward Pinkie.

"You do?" She asked as she fluttered her eyes.

"Wasn't me!" Skystrike yelled calming down from him laughing fit. Gilda ignored him.

The party went on quite peacefully, ponies chatting with each other and Fluttershy orchestrating some birds to sing together. Pinkie came out with a large cake just a tad smaller than herself. "Cake time everypony!" She called.

"Hey, can I blow out the candles?" Spike asked childishly.

"Why don't we let Gilda do it? She is the guest of honor after all." Twilight tempted.

Gilda elbowed Spike out of the way. "Exactly!" She said before taking a deep breath. She blew out the candles with a large smile only for the candles to light back up. She blew them out again for the same thing to happen. She blew them out again, and they lit up again. This continued until she was out of breath, panting heavily as everyone was once again laughing.

"Relighting birthday candles! I love that prank!" He clutched his belly as he laughed harder. "What a classic."

"I wonder who could have done that?" Pinkie thought.

"Yeah, wonder who?" Gilda glared.

Spike ate his way through the cake, bursting out of the top. "This cake is amazing!"

"Spike!" Twilight said annoyed.

"What? It's great!"

Gilda had her wings spread out in ander as a scowl formed on her face. "Hey G,you're not upset over some silly candles, are you?" Rainbow asked after she stopped laughing.

She put on a relaxed face. "No way, Dash! Like I said, I'm down with a good prank."

"C'mon then," She ran towards a game. "Let's try this one!"

Gilda pulled Pinkie behind the cake as Skystrike was eating his way through, ignoring any cake or frosting getting on his mask. He ate his way around the side of the cake.

"Hey I'm watching you, like a hawk." Gilda warned.

"You're half eagle, not hawk." Skystrike said as he made his way around towards them.

"Besides, you can watch me like a griffon?" Pinkie snorted.

"Hey y'all! It's pin the tail on the Pony!" Applejack said as ponies gathered around the game. "Let's play!"

"Oh, my favorite game! Can I go first? Can I have the purple tail?" Rarity asked as she went to grab the fake tail lying on the floor.

Gilda ran up and grabbed it from under her nose. "Well I am the guest of honor, and I'll have the purple tail." Gilda said as she got a glare from Rarity.

"Yeah, Gilda should definitely go first!" Pinkie pitched in. "Let's get you blindfolded."

Spike walked up to her and put a blue blindfold on her.

Gilda cried out in protest as spike tied it and Pinie spun her around. "We're spinning you around and around so you can pin the tail on the pony!" Pinkie got her lined up with the picture. "Now just walk straight ahead and pin the tail!"

"Now just walk straight ahead and pin the tail!" Gilda mocked. "Yeah right, this is another prank isn't it? i'm going this way." She said turning around. Only to slip on some cake icing and run into the storage room. She came out covered in cake with the tail over her beak like a mustache.

"Uh Gilda? You put the tail on the wrong end." Pinkie said before the room howled with laughter.

Gilda let out an angry roar shutting everyone up. "This is your idea of a good time? I've never met a lamer bunch of dweebs in all my life! And Pinkie Pie, Skystrike! You two are queen and king lamoe with your weak little party pranks! Did you really think you could make me lose my cool?"

"You did, and you haven't even triggered my prank yet." he said holding back a laugh.

"Shut it! Dash and I have ten times as much cool as the rest of you put together!" She said pulling her into a side hug.

"Ten times zero is zero." Skystrike said barely containing himself.

"I said shut it! Come on Dash, we're bailing on this pathetic scene." Rainbow stood there, giving Gilda a glare that rivaled her own. "Come on Rainbow Dash, I said we're we're leaving.!

"You know Gilda, I was the one who set up all those pranks." Rainbow stated to the griffon.

"What?" Gilda asked dumbfounded.

"Oooooooooo." Pinkie said in suspense.

"So I guess I'm queen lamoe." Rainbow said as her glare tightened.

"Come on, Dash, you're joshing me." Gilda said not believing her.

"They weren't all meant for you specifically. It was just dumb luck that you set them all off." Dash told her.

"I should've known! That dribble cup had Rainbow Dash written all over it." Pinkie realized getting in Spike's face.

"No way, it was Pinkie Pie and Skystrike! They set up this party to trip me up, to make a fool out of me!"

"Me? I threw this party to improve your attitude!" Pinkie said hurtfully. "I thought a party could turn that frown upside down!"

"I didn't know this party was happening until an hour before it started." Skystrike defended himself.

"Skystrike?" A party goer asked.

"That's the nickname she gave me." He lied.

"And you sure didn't need any help making a fool out of yourself." Rainbow said continuing the argument. "This is not how I thought my old friend would treat my new friends. If being 'cool' is all you care about, maybe you should go find someone 'cool friends' to hang out with."

Gilda was undeniably angry now. "Yeah, well, you, you, you're just a flip flop! Cool one minute, then lame the next."

Skystrike burst with laughter as everyone stopped to look at him.

"What's so funny dweeb?" Gilda mocked.

"I'm sorry, it's just your insult was so bad." He said wiping a tear from his eye.

"I doubt you could do better, dweeb." Gilda challenged.

"Ok." He cleared his throat. "One of the griffons most notable traits is that they have a lot of greed and pride. As you know, you're a mix of an eagle and a lion. You however, are an exception. You pick on beings smaller than you. You made Fluttershy cry for no reason, you stole from a pony in the market, and to butted spike out of the way just before the candle prank. Not once did you try any on that with me. I offered you a perfect chance when I threw my swords aside earlier, yet you ran. And to top it all of, you were envious of Pinkie, afraid that she'd take away your only friend. You are nothing like griffons are described. You aren't half eagle, you're half chicken." He finished as everyone's jaw dropped onto the floor.

"That was just heartless." Spike said under his breath.

"You, you're a...ugh!" Gilda groaned as she walked out the door, only for a giant plastic hand with pounds of whipped cream on it smacked into her from the roof.

"There's my prank!" Skystrike said as everyone roared with laughter. Gilda flew away faster than he could believe past the outskirts of town.

"Wow, talk about party pooper." Spike said as the laughing died down.

The ponies began to chat among themselves. "I'm sorry, everypony for bringing Gilda here. I didn't know how rude she was." Rainbow said looking down at the ground in disappointment. "And Pinkie, im really sorry for hanging out with her instead of you."

"Hey, if you wanna hang out with others, that's your business."

"I'd rather hang out with you. No hard feelings?" She put out a hoof.

"No hard feelings." Pinkie confirmed as she shook it. They both shocked eachother as they laughed together.

Twilight walked up to Pinkie and Skystrike. "Pinkie, Nebula, I'm sorry for saying that you were misjudging Gilda. Looks like i'm the one who misjudged you."

"It's all good Twilight." Skystrike waved a hoof.

"Even you can't be a super smart smarty pants all the time!" Pinkie agreed.

"But she tries to anyway." Skystrike said as Pinkie laughed. "Come on everypony, there's still a lot of party to finish!" Pinkie said as everyone cheered. Spike however burped up a letter.

"A letter from the princess!" Twilight said as she took up the letter and began reading with her eyes closed. "My faithful student Twilight, I…" She opened her eyes. "Nebula, this is for you."

He took the note, allowing only himself to read it, despite the Mane Six trying to look on. He let out a loud groan as he pulled out a ticket. "Rarity, i'm glad i got the cape. I'm going to Canterlot."

"WHAT?!" Everypony and dragon yelled in surprise.

* * *

 **And there's chapter 6. I may have gotten carried away with the argument with Gilda, but it was fun. I'm sorry that it took so long, but the next chapter should be coming sooner then expected. Until next time!**

 **Thanks to Daniel Red Dragon for beta reading.**


	7. Chapter 7

**Disclaimer: I do not own MLP.**

* * *

Skystrike had just woke up from his overnight trip to the equestrian capital. He was sitting on one of the train benches when he awoke. He wiped the sleep out of his eyes and yawned before sticking his face out of the window. He could see Canterlot in the distance as the wind brushed against his face. He looked around, seeing a few passengers still asleep. It seemed that it would be another hour before the train arrived at its destination. He decided to keep himself busy by sharpening his swords against his armored hoof. A scraping sound was heard as he rubbed the metal together. He let out a tired sigh as he thought about what happened yesterday. He looked over the letter that Celestia sent her.

 _Dear Skystrike Nebula,_

 _It has been some time since we've seen each other._

 _I ask of you to come to Canterlot to meet_

 _With Princess Luna and I over a cup of tea._

 _I have attached a train ticket for your departure._

 _I believe the train leaves this afternoon._

 _My apologies if you had any plans for this evening._

 _I have also assigned an escort to meet you_

 _When the train arrives._

 _I have also prepared a place for you to stay_

 _During your visit here._

 _Sincerely,_

 _Princess Celestia_

He could remember each of the ponies reactions when he told them he had to go. Rarity was begging him to bring one of her outfits, saying his armor was not fit for a meeting with a princess. Twilight was hyperventilating, worrying of what could go wrong after what happened with Nightmare Moon. Applejack and Fluttershy wished him luck. Pinkie remembered that she still hadn't given him a welcome party, so she'd give him the best welcome back party ever. Rainbow Dash hoped that he would get the wonderbolts on her good side if he met them. Each one of them met him at the station that evening, even Derpy and Bon bon came to say goodbye. The former gave him a basket of muffins to eat on the train ride. He thanked each of them before leaving.

The train was about 10 minutes away from Canterlot as the passengers were awaken by the loud root of the train's whistle. They began to prepare their luggage as Skystrike looked around. Remembering Rarity's gift, he pulled it out of his bag and opened the box. It was neatly folded, and seemed almost exactly the way he asked, A blue that faded gradually into a black. The only difference was that it seems that the blue parts had glitter mixed into the dye. The four pointed star was still the same, the white circle around it with the blue surrounding it. He put it around his neck, keeping it in place with the two steel rings that were attached to said cape. He pulled to out with one hoof to look at it once more. He reminded himself to thank Rarity and Sweetie Belle later. Right now, he was forced to spend the next 5 days in Canterlot doing who knows what. The train finally came to a stop with the last blow if it's whistle. He ate the last muffin Derpy gave him and stepped of the train, the passengers walking around him pulling their suitcases. He checked his bag to see if he had left anything.

"Excuse me, are you Atlas Nebula?" He was interrupted by a feminine voice. He looked up to see a mare with a almost white coat and sky blue mane. She wore a spartan-like helmet that her hair hung down from, as well as a golden chestplate that covered her whole body, save for the legs. Her hooves were covered by golden shoes, the front going up to her ankles. She had rose red eyes, which currently, were looking directly into his navy blue.

"Yes, that's me. I'm guessing you're my escort, miss?" He said as he closed his bag with his wing.

"My name is Stardust, sir!" She said confidently, saluting him.

"Just call me Nebula, none on that 'sir' stuff." He said as he put his hoof on hers, trying to lower her salute. He failed.

"I cannot do that sir!" She said keeping her salute on her head. "I was ordered by Princess Celestia to treat you with the utmost respect, as well as to follow every order while you stay here!"

Skystrike couldn't tell if this was serious or one of Celestia's jokes. "So, you're supposed to listen to any order I give you?" He questioned.

"Yes sir!"

"Then I order you to refer to me as Nebula."

"No sir! Princess' orders!"

He sighed as he stretched his wings, a cracking sound coming from them. He checked his wings, making sure the tips had their razors on them, also making sure they were sharp. "Alright, i'm guessing we go to the castle?"

"Yes, sir! Right this way, sir!" Stardust said before she began walking away from the train station and into the capital. Skystrike quickly trotted up to her and began walking next to her. As the two walked through the city with her, he realized that the city barely changed since his first visit all those years ago. He looked around to look at the ponies walking by. Each of them wore formal clothing and held their heads high, ignoring most passerby. Some occasionally gave Skystrike a look before turning their heads to continue doing whatever they were doing. He combed his hoof through him mane in annoyance.

"So, Stardust, what do you find fun?" He asked trying to make small talk.

"Whatever you find fun, sir!" She said said.

"Ok, what do you do in your spare time?" He asked, trying to get a real answer.

"I practice my swordsmanship sir!" She responded.

He nodded. "You'll have to show me later after the meeting with the princess."

They walked further towards the castle, crossing the moat that divided the castle from the city. As he got closer, the royal guard stepped out of their way so that he could enter the castle They walked through the castle hallways, passing large wooden doors that lined them. They stopped before an even larger pair of wooden doors that were guarded by 10 unicorn guards. They stepped to the side, two of the guards lit up their horns and pulled on the handles of the door, slowly opening it. Skystrike and Stardust walked into the throne room. Its ceiling was high enough for a large dragon to fit in, being held up by dozens of pillars, even more royal guards ponies standing in front of them. Both Celestia and Luna stood up from their their thrones as the two came closer. They stopped in front of the princess' and Stardust bowed.

"What's up." Skystrike said as he stood there. Loud gasp could be heard from both Stardust and the guards in the room, all while Celestia was giving him a cold glare.

"What are you doing?" A pegasus guard spoke up. "Bow!"

Skystrike took out one of his wings and held it under his head. He positioned one of his finger-like feathers and put one under his chin and his thumb-feather under his cheek, being careful not to cut himself with his tipped feathers. He hummed to himself before giving an answer. "Naw."

A grey unicorn with a silver mane and tail stepped out from the crowd of gods. His only armor was some silver shoes and body armor. He gave Skystrike a stern glare. "The princess has invited you to meet her. Show some respect." He remembered this stallion from all those years ago. He was the pony that questioned him while he was in the Canterlot dungeon. He was going to have some fun.

"To be fair, I could have sent the letter and ticket back because it never said I had to come, but that would be rude, so here I am." He said with a smug grin, though the unicorn wasn't able to see it through his helmet.

"How dare you!" He said getting up in Skystrike face, who was currently slouched over. "Do you have any idea who you're speaking to?"

Skystrike let out a yawn before standing up straight, looking down on the unicorn. "I could care less who you are. There are few of high power that I respect. Prove to me your strength, and you will get the respect you wish for."

"Then i'll have to take you up on that offer." He said as Skystrike raised an eyebrow. "I, General Magnus of the royal guard challenge you to a duel!" He said as he pointed a hoof at him. Everypony's eyes widened, including the princess'. "If I win, you will show the princess' the utmost respect. If I lose, I will let this slide."

"Wait!" Luna said trying to stop the confirmation of the duel.

"Don't worry Luna. This isn't the first fight I have been in, nor will it be the last." He assured her before he turned to Celestia. "You do realize what's at stake, don't you?" He asked.

"What do you mean, Nebula?" She asked confused, although still keeping her glare..

"If I win, i'm sure it'll lower the moral of the guard. That being said, it is very disrespectful to and nor do I plan on losing purposely. With knowing that, will you allow this duel?"

A moment of silence went past as she thought for a moment. "Thinking that far ahead, my goodness… Yes. The duel will be held tomorrow at noon in the Canterlot coloseum. I hope that is to your liking?"

"Couldn't be better. I could barely sleep on the train anyway." He said as he tapped Stardust on her shoulder. "I'll have Stardust here lead me to my quarters. I suppose you'll want to meet with me later, Celestia, Luna?"

They nodded before they stood up from their thrones and left from a door behind them.

* * *

Skystrike, Luna, and Celestia were sitting around a tea table, quietly sipping their tea and eating cake. A moment of silence went by until one of the princess' spoke up.

"Why did you pick a fight with Magnus earlier? Now you'll lose your status that you've build up." Celestia said as she sipped her tea.

"Why do you think i'll lose to him, so easily? Just because I cant use magic doesnt make me helpless." He said slightly annoyed. "Wasn't trying to pick a fight anyway. I was just saying that i'm not going to respect you anymore or any less than your average pony just because of your social status." He sipped his own tea.

"But should a pony be respected by their power? They must make a lot of decisions that affect their ponies." She said putting down her her tea cup before cutting a rather large slice of cake for herself.

"And because of those decisions, I respect them off of what decisions they've made, no matter how big or small. You fuck up, my respect is gone." He looked up from his tea to see Celestia to see her cutting herself another slice.

"Apart from thous show earlier, thou is quite admirable." Luna said speaking up. "Ever since our meeting in Ponyville, we have tried to learn much about thee, but barely anything has came up?"

"That's because I leave before questions can be asked. I'm sure you heard of the group of travelers, 'stormcloak'?"

"They disbanded a few years ago, I believe?" Celestia said, covering her mouth as she finished another slice of cake.

"I believe so. Twas a group of nearly every race in this world." Luna said as she raised her tea cup with her magic.

"Yes. We had many. We consisted of an earth pony, pegasus, unicorn, dragon, hippogriff, griffon, diamond dog, avian, changeling, and zebra. I was the founder and leader of said group."

Celestia's eyes widened. "A changeling? They're extremely dangerous and untrustworthy and could attack at any moment!"

"Each one of us could've as well. But we didnt believe that things that their race did in the past should affect who they are. For example, I don't believe you judge ponies now, despite that they nearly went to war in the founding of equestria. Besides, she helped a lot in stealth missions."

"What dost thou mean?" Luna asked confused.

"There were only three times that you could see all of us together. When we finished missions, when we're at each others funerals, or when we fought an enemy that was too powerful. That hasn't happened yet, anyway." He said in a serious tone. "We mostly worked in groups. I was in each one, due to my abilities, and she, along with me and the other ponies were stealth ops."

"So you specialize in sneaking about? I don't see where that would be useful." Celestia said stopping from her cake.

"There were a number of corrupt nobles and generals in the past, as well as royal guardsmen in Canterlot. Both I and the changeling were able to easily disguise as the royal guard and expose stop them from the shadows." He said as he closed his eyes. "Sad to say, on one occasion, we had to take one's life due to proof that he was planning on assassinating you."

The room grew silent as he finished his sentence. "If we may ask, what caused thou to disband?" Luna asked.

"We all were attacked by a group of trained assassins called Hydra. They were a group of 10 that attacked us, and there were more outside of battle. Everyone got out mostly unharmed except for a few. The diamond dog lost an hand, so I had to give him a metal one. The avian lost her foot, so she made herself a peg leg, the griffon lost an eye and had a grandson to take care of, so he retired, and I held them off while the others escaped to safety."

He waved his hoof, his armor falling off, and his helmet turning into a collar. He was covered head to hoof in scars, large stab marks all over his abdomen and deep cuts on his legs. Parts of his hair that was under his helmet was grey from the scars on his head. He had a small scar on his neck, seeming to just barely cut his throat. Both of the princess' had looks of horror on their face.

"I was too afraid of my power back then, so I held back. My friends almost died because of me. I disbanded them because of that reason. Out of my own rage, I killed each one of the assassins and hunted down the ones in hiding, knowing who they were by a tattoo of a hydra somewhere on their body." He waved his hoof, the pieces of metal levitating towards him and snapping back together. "That was three years ago. I do not regret the lives that I have taken, but I do have pity on their souls. That is why I accepted Magnus' challenge. I'm not afraid of my power anymore, and I will prove it during our duel tomorrow." He sighed as he stood up, getting ready to leave. "You must realize, I respect you either way, I just won't call you by your titles or bow until i see you as worthy for me to bow my head." He said as he opened the door. "And Celestia, no offense, but you might want to lay off the cake a little."

" **It's all going to that ass, so it's not that bad."** Echo said out of nowhere. Luna bursted out laughing as Celestia's face turned a deep red.

"Im turning off your ability to speak until we're alone." Skystrike said as he pulled up the settings.

" **You can silence me but you can't silence the tru-"** He was cut off by the voice setting being muted.

Skystrike looked at Celestia who was still blushing, then Luna who was on the floor laughing. Then at Stardust who was standing at the door. "We have to go. I wanna explore the city." He said before trotting away, Stardust following behind.

"Yes sir!"

* * *

Skystrike and Stardust were currently walking around Canterlot. Skystrike was currently going off of memory as to where he wanted to go. They were currently walking in silence, being able to hear the rustling of his armor as he walked.

"Sir, if I may ask, what were you thinking back there?" Stardust asked breaking the silence.

"You think i didn't notice you or the other guards eavesdropping?" He said with a chuckle. "You always have to be aware of your surroundings."

"But sir, I think you're underestimating General Magnus! He-"

"Trained Shining Armor, i know. I used to spar with him before he was captain. He was good, and I hope that he's gotten better."

"You're still underestimating him, sir! He has never lost a battle one on one to anypony!"

"Then i'll be the first." He said with a grin. "Besides, no one has ever documented any fights i've been it, except me of course. They don't know how strong I am."

"Well how many fights have you been in, sir?" She asked curiously. In response to this, Skystrike pulled out a thin book and handed it to her.

"In that book is almost every fight i've been in, including the date and who i was against."

She quickly began to skim through it as her eyes shrunk in realization. "I can't believe these. They seem too vague to be true.

"I wrote down every fight and drew pictures of the creatures I fought. Each has its own separate book." He said as he pulled out another thin book. "Here's one where I fought a Tatzlwurm."

Her eyes widened as she stuttered and failed to speak, making Skystrike laugh. "I'll tell you more about my battles at another time. We arrived." He said as he stopped walking. They both looked in front of them to see a donut shop.

"Sir, if you wanted some donuts, the royal guard could've had it delivered to you?" She said raising an eyebrow.

"The donuts are just an added bonus. I'm here to see some ponies. We used to meet here every wednesday. If they're still friends, then they should be coming in few minutes." He said as he looked at the clock in his helmet. "Wanna get a donut? My treat." He pulled out a small bag of bits.

She nodded as they walked in the door, there was a ring of a bell as Skystrike opened it.. "Just a minute!" A stallion's voice could be heard from the back. The clanking of bowls and silverware could be heard as he came out to the counter. He had a light amber coat and a moderate orange mane. He had grey hooves and a horn, mentioning he was a unicorn. "Welcome to… Well if it isn't Atlas Nebula, my favorite customer!" He said as he greeted his old friend. "I see you finally got a marefriend!"

Stardust let out a blush. "We're not dating!" She yelled obviously embarrassed.

"Nice to see you too, Joe. She already knows who I really am." He said as they gave each other a brohoof. "How's business going?"

"It's been great since that investment you made all those years ago. Thanks to you, I was able to buy this place! I can't thank you more!" He said thankfully. "I'll give you the usual, on the house! And for your friend?"

"Um… A chocolate donut with sprinkles please…" She asked, still flustered. Donut Joe nodded before going under the counter into the glass display case. He put Stardust's order into a small paper bag and set it on the counter. He then went back under and pulled out a large paper bag. He began putting various donuts and donut holes into the bag before handing the bag to Skystrike.

"There you go, one of each!" He laughed. "I know how much you eat!"

The doorbell could be heard as the hoof steps of three ponies could be heard as they entered the shop. They stopped as they made eye contact with Skystrike, or Atlas Nebula to them.

"Looks like I remembered correctly." Skystrike said as he put the large bag on a table.

"Do we know you?" The unicorn with a maya blue coat and periwinkle mane and tail with a pigment blue streak and blue eyes asked as she took a weary step back.

"Oof, im so hurt. You don't remember me after all these years, Minuette." He said sarcastically.

"How do you know us?" The unicorn with a yellow coat, a cerulean mane and tail with a lighter tail streak, and raspberry eyes asked as she took a step forward.

"Aw, and I even spent time to come meet you here. Mah feewings are a hurted, Lemon Hearts" He said as he laid a hoof against the wall as he looked away from them as Donut Joe laughed hard.

The unicorn with an ivory coat, curly pink mane and tail and electric blue eyes spoke up. "Just tell us who you are!" She yelled at him.

Skystrike chuckled to himself as he took off his helmet after making sure the store was empty. The three gasped as he greeted them. "Long time no see, girls. How have you been?"

A moment of realization went by until Minuette jumped on him, knocking him over with a hug.

"Oh my gosh! It's been so long!" She said, tightening her grip around his neck..

"It has. Almost 6 years, right?" Twinkleshine asked as she peeled Minuette off of him.

"What happened to you? We looked everywhere but we couldn't find you!" Lemon Hearts asked as she gave him a hug of her own.

"I was outside equestria for a little, then came back and went under an alias to hide from some ponies." He said as he got his bag and pulled out a donut. "You guys want some? We did this every week when I went to school here." They gladly accepted. The group including Stardust sat down at one of the tables in the shop.

Twinkleshine took one from the bag before the group sat down. "You've gotten huge, Skystrike. You're as tall, if not taller than Princess Luna!" She laughed as the others joined in.

"Why do you think I eat so much? This body needs fuel." He said as he ate a blueberry donut in one bite. "And you can tell by this armor, but i've been working out, so that's more fuel I need."

"And when did you take up swords?" Asked Minuettee as she pointed to his swords.

"I actually was self taught and have been practicing since I was 3. And swords aren't the only things I use. Heh, one time I used a horned helmet in a fight." He laughed to himself.

"Speaking of fights, did you hear about the fight General Magnus will have tomorrow? They haven't named the other fighter yet." Lemon Hearts said as she put down her donut on a napkin.

"We were asked by the challenge to not disclose his identity." Stardust said as she got over her earlier embarrassment.

"Oh yeah, we didn't get your name earlier. You're lucky to get a stallion like Skystrike." Minuette said as Stardust's blush came back.

"First off, i'm flattered. Second, her name is Stardust, and she's not my marefriend, she's my escort. Besides, if you thought she was, probably wasn't a good idea to hug and snuggle me." He ate another donut.

"Well it doesn't matter since that new law." Minuet defened.

"What law? If it's recent, then I probably don't know it, traveling all the time."

"We'll get back to that. Where are you living now?" Twinkleshine asked as she finished her donut."

"I bought some land and built a house in Ponyville."

"How's Lyra doing?"

"Lyra's in Ponyville?" He stood up from his chair.

"I figured you met her already." Lemon Hearts.

"For the first month, ponies avoided me because of my looks. I actually made my first acquaintances the day I came, but it was just delivering mail to a mail carrier." He took out another donut. "Now, what's this about a new law?"

Twinkleshine let out a sigh, "You're gonna need to calm down for this. I'm sure you noticed that mares outnumber stallions nearly 10-1."

"Yeeeeeeeeees?" He said as he side eyed her, taking a bite of a glazed donut..

"Because of that, The princess and the nobles realized a huge population problem." She continued. "As of three years ago, because of the population issue, stallions are able to have more than one spouse."

Loud coughs and wheezes were heard from Skystrike as he choked on his donut. He got a glass of water to drown down the food in his throat. He took deep breaths before answering. "WHAT!?" The girls laughed. "I should've expected this, but the fuck!" They laughed harder.

"So far, they don't have a limit to how many you can have, either" Lemon Hearts said with a grin.

Skystrike breathed heavily before recomposing himself. "You girls should come visit me at my house some time. Imma go practice my swords, see you at the duel tomorrow!" He said quickly before awkwardly trotting out the store, leaving his friends laughing behind him.

* * *

Skystrike walked into a large circular arena. The crowd was oddly silent as he came out from his side of the colosseum. He looked around to see the crowd. There was two halves of the arena, one for the royal guard, and the other for commoners. In the middle of both were a seating section for nobles, and above that were three thrones, two were occupied. Each of the nobles below the two princess' were giving him a strange look aside from one with a monocle. He looked at the commoner crowd to see Donut Joe, Twinkleshine, Minuette, and Lemon Hearts, all having looks of extreme surprize, realization, and confusion. He gave them a slight wave before making sure his mask and armor isn't loose. He looked around the guards area to see them all giving him harsh glares. He saw Stardust in the front row giving him a smile and a salute. He looked straight ahead to see Magnus come out of his tunnel. Skystrike gave him a bored look as Magnus returned it with an angry glare, as if he had something personal against him.

"Surprised you didn't apologize by now." Magnus said as he stood tall.

"I'm surprised you didn't run." Skystrike replied as he stretched out his wings from under his cape, revealing his bladed feathers. Magnus' glare deepened as he gritted his teeth. "There is nothing left to say. We will hear each other's words through battle."

Celestia stood up from her throne and spread out her wings before addressing the audience. "Welcome all, to the Canterlot coliseum! As you know, a duel will be held today between General Magnus of Canterlot, and Atlas Nebula of unknown origin. This duel will continue until one of you are knocked unconscious, rendered immobile, or receives a fatal wound! Do you two agree to these terms?"

"I do." They both said.

"Battle, begin!" She shouted as the crowd roared, mostly in support for Magnus.

Magnus drew a steel sword from his sheath with his magic and held it in front of him. Skystrike flapped his wings, as he stood on his hind legs. His armor folded out, creating his look of the dragon, exactly the same as the fight with Nightmare moon. The crowd gasped as he did this, but he wasn't done yet. From under his cape was four longswords that had 10 foot chains attached to the hilt of each sword. The swords were razor sharp and glowing blue, being able to slash and peirce. The blade had hooks on the end, being able to latch onto anything it's forced drew all four, holding one in each of his claw-like hands. The other two were laying on his back, the chains being attached to a swivel joint under his cape.

Without hesitation, Magnus shot a red, burning magic blast at him. Skystrike ran at it, swords in tow, before using the flat of his blade to slap the blast to his right. It scorched the wall as it landed. Skystrike rose his other sword and tried at an overhead slash, it being stopped as sparks came from the clash between Magnus' sword and his own. He spun his body over him delivered a hard kick to the unicorn's side, sending him flying into the wall. Magnus got up and breathed heavily as Skystrike ran at him. Magnus swung his sword horizontally, a magic wave coming out and zooming towards the pegasus. Skystrike gave his wings a heavy flap before rocketing over it. He threw one of his longswords at him, only for it to be intercepted by a magic barrier. The sword bounced off, breaking the barrier. Skystrike quickly threw another sword at him, grazing his back leg as blood fell from the wound. Skystrike landed on the ground before taking the two swords in his hands and throwing them at Magnus again. Magnus side stepped and prepared a magic blast, only to be stopped by Skystrike pulling on the chains. A neon blue trail followed the swords as they ran into Magnus' side, denting his armor as he was sent flying again. Magnus caught himself before falling over. He stood up again, obviously tired from the beating he received, though Skystrike wasn't tired at all. He threw his swords into the ground and crossed his arms. A gust of wind went by, his cape flapping with it.

"Prepare yourself!" He taunted, making Magnus grit his teeth.

"I could say the same to you!" He shouted back before sending a barrage of small magic blast at him. Skystrike picked up his swords and helt up the one in his right hand. He let out some of the chain before moving his arm in a circular motion, the sword spinning in response. He walked forward as he spun his sword, Magnus sending a barrage of magic at him. The spinning sword seemed to make a circular blue shield as the magic ran into the sword. He stopped the spinning before letting out the full length of the chains. The chains under his cape was retracted as his equipped swords' chains now about 20 feet long. He threw the swords behind him before pulling the chains in front of him, the swords arcing at Magnusband delivering a cross slash, shattering his chestplate. As it fell off, a look of anger appeared on Skystrike face. Everypony in the stadium gasped as they saw a large scar on his chest. In the shape of a Hydra's head.

"So the truth has been exposed…" Magnus said as he looked at Skystrike. "Nice to see you again after all these years, Atlas Nebula."

"So you're the sole survivor, then. I'm disappointed that I let one of you live." Skystrike scoffed as he evened out the chains.

"I've waited so long for my vengeance. Because of you, my brothers and sisters are dead. I am alone because of you!" Magnus shouted as he picked up his sword again.

"And because of you, my friends, no, my family, have to live with something they can never get back. I'll give you a fate worse than theirs." Skystrike said as he looked at the princes'. "Celestia, Luna, the duel is called off. One question though." He pointed his sword at Magnus. "Dead or alive?"

"We need him alive." Celestia said before she addressed everyone. "Everypony, you don't need to worry. I have faith in Atlas Nebula."

"It wont be that easy!" Magnus shouted before taking out a pendant. It had the shape of a phoenix with a small blue crystal in the center. He put it on with a devilish grin as his eyes glowed blue.

"Just because you have stat boost…" Skystrike lunged at him. "Doesn't give you an advantage!"

Magnus shot large flaming blast at him at a fast pace, only for Skystrike swinging his swords faster, cutting through each blast as the blades absorbing the magic. He tried to kick Magnus, only for him to jump out of the way. His speed and magic increased significantly, as expected of the phoenix amulet. In mid air, Magnus charged up a spell, only to be interrupted by Skystrike throwing a sword at him. He missed purposely before waving the chain, the sword and chain wrapping around him. Skystrike stabbed the two hanging swords into the ground and ther the fourth sword at the unicorn, it also wrapping around him, locking his legs in place. He turned around and pulled on the chains with amazing strength, sending Magnus plummeting into the ground. A puff of dust went up as he landed. He got air back into his lungs before sending an electric shock through the chains. Skystrike was paralyzed by the current going through his arms, but he powered through it and succeeded in sending it back at him, a scream in pain being the outcome. He pulled the chains back as they untangled, a still conscious Magnus coming with them. Skystrike short hopped and hit him directly in the chest with a double kick. Cracks could be heard as some of his ribs broke. Blood was pouring from his mouth, staining his grey coat.

"Mercy…" He pleaded to Skystrike, only for him to pick him up by his hair.

"You've got some nerve asking for that." He growled. "Where was the mercy for that griffon when you slashed his eye? Where was the mercy for the avian when you cut off her foot!?" He was now screaming as his eyes were glowing brighter. "Where was the mercy when you cut off the Diamond dogs' hand!? You want me to give you something that you wouldn't?!"

Skystrike sent him into the air with a strong uppercut. He jumped into the air and hovered there, all the while he was delivering punches and kicks, keeping Magnus there, blood coming out his mouth. He quickly flew backwards and let out his longswords. He held onto the chains and span sideways, the blades cutting Magnus as they passed. He stopped his spinning before grabbing two chains in each hand, the swords all next to each other.

"CLEAVER!" He yelled as he brought down all four swords on him. A fiery explosion was seen as he released the magic the swords absorbed. He flew down and landed to see a beaten, burnt, and unconscious Magnus below his feet. He sighed as he walked up to him as took of the phoenix amulet. He checked his pulse. He was alive. He looked around the crowd to see everypony, including the princess' gave him fearful looks. He walked up to Magnus and looked down on him.

"He'll wake up in a few hours. Treat his wounds or let him die, I don't care. I'll be in my room." He said before turning his armor back into its pony form and sheathing his swords. He flew towards the castle.

* * *

The darkness in his room was overwhelming. It was pitch black, the only light that could be seen was the glow of his helmet's inner visor. Skystrike sat in silence as he took in what he just did. Out of his own rage, he beat a pony until he could barely move. It may have been justified, but his heart felt heavy. He laid down on his bed and looked at the ceiling. He needed to find a way to slow, if not stop, his wrath. There was no question that he should, but it was rather if he could. He let out a sigh as he made up his mind. He would not let his emotions overcome him, no matter the cost. That was the promise he made to himself.

"Skystrike?" The call of his name could be heard from the other side of the door. It was Celestia.

"It's open." He said. She pulled on the handle, the outside light poured in more and more as the door opened.

Celestia, Luna, Stardust, Lemon Hearts, Minuette, and Twinkleshine all walked into the room. Skystrike sat up and looked at them, not saying a word. Minuette walked forward a few steps. "Why didn't you tell us you were going to fight? Do you not trust us?"

"If I didn't trust you, I wouldn't have met you at our meet up spot, nor would I have shown you my face." He said before giving her a glare. His eyes wavered in color before staying its normal blue. "I didn't tell you because you would've wanted me to forfeit due to a mixture of my safety and your ignorance of my skill."

"Your 'skill' almost killed a pony. You could've held back." Luna said somewhat annoyed.

" **You ponies don't know true strength. He was holding back."** Echo spoke up, surprising the three unicorns. " **He used just enough strength to overpower him. I'm surprised you lot haven't realized yet."**

'...Is what he's saying the truth?" Celestia questioned and gave him a weary look, only for Skystrike to nod in response.

"I've held back more than you realize." He chuckled to himself. "It got annoying to open doors without breaking the handle. But you can trust me not to abuse it. If I wanted to, I would've blackmailed you years ago." Celestia's eyes shrink at his statement. "I got three days left before I go. I'll try to be discreet." He said as he layed back down on his bed. "I'll see you girls in the morning." He rolled away from them. A few moments passed before the sound of hoof steps could be heard leaving him room before the door closed slowly. It seemed that he made more trouble for himself. He cursed under his breath before forcing himself to sleep. He knew that they wouldn't come see him again. It wasn't the first time he lost some friends due to his strength.

* * *

 **And so a rekindling of friendship is washed away by fear, as expected. It may have been a sad/exciting chapter, but I felt it was needed. The day Skystrike gets back, he will have to deal with what you could say... an unbearable problem? I'll see myself out.**


	8. Chapter 8

**Disclaimer: I do not own mlp**

* * *

"So why did you follow me home?" Skystrike asked as he broke the silence on the train ride back to Ponyville.

"Due to your duel, the princess asked me to monitor you, as well as give a weekly report, sir!" Stardust saluted.

"Heh, I see why. I am fairly dangerous." He sighed and flipped a coin on his hoof over and over in a rhythmic fashion.

"Fairly?" She chuckled to herself. "With all due respect sir, you beat Magnus without breaking a sweat! If I told the princess about your book of battles you had, I wouldn't be the only guard."

He nodded, knowing she was right. The train blew its whistle, notifying the passengers that they were nearing Ponyville station. "Oh yeah, I got a party to go to after we arrive at Ponyville. After that, i'll show you where you'll stay for the time being."

"Understood, sir! The princess has given me monthly funds, so I should be fine financially!"

"Good to know." He finished as he caught the coin in his hoof. The train slowed to a stop before the doors opened. Skystrike picked up both his and Stardust's belongings, despite her protest. The two were met outside by Rainbow Dash spotting and flying over to them.

"Hey, Nebula! Welcome back to Ponyville!" She said nicely before patting him on the back.

Too nicely for his taste. "Thanks…" He said as he moved his head towards the earth pont behind him. "That's Stardust, a guard Celestia assigned to me. Stardust, this is Rainbow Dash."

"Nice to meet you, Miss Rainbow Dash." Stardust put out a hoof before Rainbow raised a brow and shook it.

"Well let's get going! The party's at Twilight's!" She said as she started walking.

"Sweet. Who's all there?" Skystrike said as he followed behind along with Stardust,

"Oh, you know. Twilight, Rarity, Fluttershy, AJ, Pinkie, and me of course." She said suspiciously.

"I thought it was a late 'welcome to Ponyville' party. Figured that more ponies would be there?"

"They all had... stuff to do…." She avoided eye contact.

Skystrike looked around at the ponies around him. Each pony instantly ran away at the realization that Skystrike looked at them. "Uh huh…" He said before looking at Stardust, who was giving him a confused, yet suspicious look. The three arrived at the library, Spike opening the door. They exchanged greetings before walking inside. It wasn't what he was expecting though. There were no party tables, streamers, confetti, or balloons. The closest thing to a party was a plate of cookies that Spike offered him. The door locked behind him before Rainbow stood next to the rest of the mares that were already there, each giving him looks that varied from anger to nervousness. He sighed, knowing full well what this was. Might as well hear them out.

"Skystrike, what happened in Canterlot?" Twilight asked with an angry tone.

He sighed. "Twilight, if thats the first thing you ask me, and you ask in that tone, pretty sure you already know what happened."

"Don't get smart with me!" She scowled.

"Don't ask questions that you know the answer to. A better question would be 'What actually happened?' Because despite being her student, she doesn't tell you everything." He responded, making Twilight angrier.

"Of course she would tell me everything! Why would she hide anything from me?"

"Well she didn't tell you about me, so she had to have a pretty good reason." He shrugged his shoulders as Twilight was clearly letting it get under her skin.

"Now Skystrike, there's no need for that. We're just trying to help you." Rarity said as she tried to calm down Twilight.

"Help with what? Because from my view, you girls don't know what you're talking about, lied to me, saying thin intervention was a party, and Celestia probably didn't give enough clarification. So, how will you help me if you don't know what's wrong, and worsened things for yourselves?" He asked, trying not getting annoyed, or trying to at least.

"Actually I have the message she sent." Spike said as he stuffed a cookie into his mouth.

"Good. Can you give me the short of it?"

"Well… it just says that you'd be in a bad mood when you came back. The newspaper said that you and I quote, 'senselessly beat a pony to near death.'" His eyes widened as he skimmed.

Skystrike sighed. "Alright, they're not wrong, but she left out the why. Tell you what, tell me what you all planned on getting out of this, then i'll tell you the part that Celestia and the media left out."

"We were um… going to take your swords…" Fluttershy tried not to make him mad.

"First off, there's three things you don't take from me. My weapons, my armor, and my pets. Second off, which swords?" Skystrike counted on his hoof as Fluttershy stopped a laugh from escaping her mouth.

"What do you mean by 'which swords'?" Rainbow asked cautiously.

"There's Soulsteel, the Bloodskal blade, the Blade of Woe, Atrius, my Daedric swords, the Buster sword, the Terra blade, Aatrox, Martis, Alucard, Magnetite…"

"We get it." Rainbow face palmed. "And where did you get these swords?"

"Most are ancient blades that I find, restore, then upgrade. Other than those, I make them. So, you wanna know why I beat Magnus to near death or not?"

"What reason would you have to mess him up that bad?" Pinkie said with the tilt of her head. "They couldn't have been that big of a meanie."

"Does nearly killing you and your friends in the past count as being a big meanie?" Skystrike asked as the whole room went silent. "Don't trust everything the media says They're in it for money." He said as he unlocked the door. "Stardust,come on." He said before he left the library, heading towards home.

* * *

Skystrike opened the door to his house and set his saddle bag to the side of the door. Still carrying Stardust's bag on his back. He motioned for her to follow, giving her a tour of the house. The entrance room had a few decorative vases in it and some corner shelves and some weapon racks, all currently occupied with various staffs. It also had some display cases. One sat on a table as the other sat on a shelf, the former holding a large black and silver collar, seeming to belong to a large being. In the center of the caller was a sapphire that glowed a dim blue. Stardust eyed it for a bit before following Skystrike to the next room.

The main room was in a rectangular shape that had an indoor balcony on the second floor. The first floor had a large reversible turquoise sofa in front of a dark brown tea table. There was a large, flat screen TV in front of the couch. Blue tinted lights shined upon the room. Aside from that, it was mostly empty.

The archives and alchemy lab were to the left of that room. He pushed open two thick metal doors to enter the laboratory. The walls were lined with a metal alloy incase of explosions. The room was circular, with three floors in it. The first and third floor were for the lab, while the second was the archives. The walls were lined with thousands of books on nearly every subject. It could rival Canterlots by topics. Each shelf had a protective glass screen on it. The lab had many shelves housing various flask and solutions.

The armory was across from the lab. It was full of armor stands weapon racks, display cases, large and small, a grindstone and a workbench. It was a tad smaller than the living room, but had much more stuff in it. Various suits of armor for many different species were in chest that sat on the floor. The weapon racks were sorted by the type of weapons. There were war hammers, battle axes, shields, swords, and other unique weapons. The display cases held items from circlets to knives.

Behind the living room was the trophy room. There were large pedestals that held all types of beasts. There was a mannequin of a greater timber wolf, a large patch of fur that was a deep purple with stars on it, the skull of a cyclops, a miniature Roc replica, and various other objects ranging from necklaces to goblets. It was a rather small room, being able to hold about 10 ponies.

The two went upstairs and walked past a locked door and a vacant room. He opened the door, revealing a queen sized bed with a magenta pillow and sheets. It was a guest room.

"You'll be staying here. I have a few rules that you'll need to follow." He started as he put down Stardust's bag. "If you wish to use one of my weapons, ask me first. If you want to go into the archives, don't let any of the books leave this house, especially not the black books and Oghma Infinium."

"I thought those were fake?" Stardust looked at him.

"Don't go into the basement, that's my workshop." He continued, ignoring her question. "Don't let anyone in, not even the princess', unless I say you can. And finally, don't go snooping around in places that you don't think you should. Am I clear?"

"Yes sir!" She saluted. "Though I can't promise about the princess'."

He nodded before turning around. "I'll leave you here to get set up. Imma go walk around the town. The kitchen is next to the armory. There's cook books in there and some food if you're hungry. I'll be around town." He said before leaving her to her things.

* * *

There was a small carriage in the town square, where a lot of ponies were gathered around. A teal unicorn with a purple cape and wizard hat was making a huge scene as more and more ponies gathered around. She seemed somewhat familiar.

"Come one, come all! Come and witness the amazing magic of the great and powerful Trixie!" The mare introduced as the carriage folded out into a small stage. A puff of smoke went up before dispersing, revealing Trixie behind it. The crowd cheered at the show.

"Watch in awe, as the great and powerful Trixie, does the most spectacular piece of magic ever witnessed by pony eyes!" She stood on her hind hooves as fireworks came from under the stage.

"My oh my, such boasting!" Skystrike could hear Rarity say from in front him.

"Oh come on." Spike sighed. "No ponies magic is better than Twili-" He caught himself. He cleared his throat. "Hey Rarity, I uh… must dash!" Spike said before running off, only to run into Skystrike.

"Oh hey…" He said wearily.

"Don't worry, i'm not mad. I rarely hold grudges." He reassured the dragon.

"Oh good. Come on! I wanna get a better view!" Spike said before pulling Skystrike by the hoof, making him walk to the front. Spike was caught off guard when he was grabbed by the tail and put onto Skystrike's back.

"Thanks." He said before pointing out Twilight and the other mares.

"There's nothing wrong with being talented, is there?" Twilight asked her friends.

"Nothing at all. Except when somepony goes aroun' showin' it off like a school filly with fancy new ribbons." Applejack glared at Trixie.

"Just because one has the ability to perform lots of magic does not make one better than the rest of us." Rarity pitched in.

"Especially when you got me around being better than the rest of us!" Rainbow said proudly, only to get a glare from Applejack.

"If there was something wrong with being talented, we wouldn't have cutie marks." Skystrike came towards the girl. "And Rainbow…" He rubbed his snout with his hoof. "Just don't." Spike laughed.

"Well well well, it seems we have some neigh-sayers in the audience!" Trixie spoke.

"HAH! I get it!" Skystrike laughed to himself.

"Who is so ignorant to challenge the magical ability of the great and powerful Trixie!?" She boasted more. "I'll have you know, that you're in the presence of the most magical unicorn in all of Equestria!"

Rarity blew a raspberry. "Just who does she think she is?" Rarity scoffed.

"Yeah! Since we all know that Twilight here is-" Spike was pushed to the side by said mare.

"Spike! Ssssh!" Spike was lead outside of the crowd my Twilight.

Rainbow Dash flew up into Trixie's face. "So, great and powerful Trixie, what makes you think you're so awesome anyway?"

Trixie giggled. "Why, only the great and powerful Trixie has magic strong enough to vanquish the dreaded Ursa Major!" More fireworks came as they exploded, showing the picture of a bear with a star on its forehead. "When all hope was lost, the ponies were lost and had nopony to turn to, but the great and powerful Trixie, with her awesome magic, vanquished he ursa major and sent it back to its cave! Deep within the Everfree forest!

"HAHAHAHAHAHAHA" Skystrike burst out in laughter at her broad statement, catching the eyes of everypony around him.

"What's so funny, tin can?"

"Im sorry! It's just you're full of shit!" He laughed harder. He finally calmed down before continuing. "If a unicorn was single handedly able to do that, why have none of the ponies here heard about it? I've done some cool stuff but no one was there to record it. I wouldn't go around saying I did something with no proof."

Trixie gave him an angry look before smirking. "It's true my enthusiastic little admirer, but i'll humor you. What, prey tell, is this 'cool stuff' you've done?" She asked only for the crowd to murmur in front of her.

"Oh, these ponies already know one. It was my most recent one, and my first recorded one that wasn't written by me." He chuckled before throwing a newspaper at her hooves. "Read the front page."

She read it only to smirk. "Even if you did, he was still no match for an Ursa Major!" She scoffed. "Very well Ponyvillians, I challenge you. Anything you can do, I can do better! Any takers? Anyone? Or is trixie destined to be the greatest equine ever lived?" More fireworks came up.

"I'll go last. The show has to be longer than this."Skystrike laughed before watching intently.

"Please! She's unbearable!" Spike groaned. "One of you have to do something!"

"There's no way i'm using my magic now Spike, especially since-" Twilight whispered before being cut off.

"How about you?" Trixie pointed to Twilight who stayed silent. "Well? Is there anything you can do the great and powerful Trixie cant?"

"She can talk in first person. Does that count?" Skystrike joked as the audience giggled. Trixie ignored him.

Twilight stuttered before Trixie moved on. "What about you, hayseed?" She said mockingly to Applejack.

"That's it! I can't take no more o' this." She said walking up to the stage

"Yeah! You show her, Applejack!" Spike cheered.

"Can your magical powers do this?" Applejack did some rope tricks with the lasso on her tail.

"That is cool as fuck!" Skystrike shouted.

Applejack then swung her tail around, making the lasso grab and pick an Apple from a nearby tree. It fell into her mouth as the crowd cheers for her. "Top that missy!"

"Oh ye of little talent. Watch and be amazed at the magic of Trixie!" She pulled off her hat, making the rope sway back and forth like a snake, hypnotizing Applejack. She then tied her hooves together and put a apple in her mouth. Applejack angrily hopped off stage back towards the group.

"And the great and powerful Trixie prevails!"

"Enough struttin' around and showin' off like that!" Rainbow flew up to her.

"No." Trixie replied calmly.

"That's it. My job." Rainbow flew off towards a windmill and flew around it, making the mill turn faster. She then flew up into the sky at high speeds, going through clouds. She dive bombed going through a cloud, the water from it following her. She then went back through the windmill, making it spin faster. Finally, she skidded to a stop, the water still behinder, hit her, making a small rainbow over her head.

"They don't call me Rainbow and Dash for nothing." She finished as the crowd cheered again.

Trixie was unamused. "When Trixie is through, only thing they'll call you is loser!"

"ROASTED!" Skystrike shouted again.

Trixie shot a magic beam at Rainbow Dash, It surrounded her, making the rainbow above her begin to circle her. It madea rainbow tornado, making Rainbow spin with it, carrying her off into the air. It slowed down, making the pony land on her head, her eyes rolling around in her head.

"Seems like anypony with a dash of sense would think before tussling with the great Trixie." Trixie made a dark cloud appear above Rainbow before lightning struck her hind quarters. The crowd laughed.

"What we need is another challenger. Somepony to magic her up." Spike said as he nudged Twilight with his elbow.

"Yeah! You need to show this unicorn who's boss!" Rainbow helped.

"A unicorn on unicorn tustle." Applejack agreed.

"Enough. Enough all of you!" Rarity interrupted. "I can take a hint, but Rarity wont have such nonsense. Rainbow Dash and Applejack may be fine with being a little rough, but why don't we conduct ourselves with beauty and grace?"

"Ooo, what's the matter? Afraid you'll get a hair out of place in that rats nest you call a mane?"

"Holy shit."

 **"Straight up savage."**

"Oh it. Is. on!" Rarity growled "You may think you're tough with your so called 'powers', but there is more to magic than your brutish ways. A unicorn needs more than that." Rarity used her magic to pull down a curtain, spinning it around herself. "A unicorn needs to have style!"

A flash of light was seen before revealing the white pony in a glittering blue and yellow dress. Her hair was up and done nicely as the crowd gasped in awe. "A unicorn without grace and beauty…"

Trixie used her horn to begin a magic spell.

"Rarity wont let Trixie get the best of her! She's beautiful, she's…" A flash of magic interrupted Spike as he stared in silence. The whole crowd gasped in horror after looking at Rarity. Save for Skystrike.

"Quick! I need a mirror! What did she due to my hair? I know she did something terrible to my hair!" Rarity squealed as she panicked.

"Nothing." Twilight said.

"It's fine!" Rainbow avoided eye contact.

"It's gorgeous." Applejack reassured.

"It's gre-" Spike was cut off by Skystrike's hoof on his mouth. All four of them gave him a look, telling him what he needed to do.

"I got this." Skystrike said walking up to Rarity. He pulled out a bag of bits. "Go to the spa and get the best treatment they give. I feel generous today."

"Skystrike, don't hide it from me, what's wrong with my hair?" Rarity pleaded.

Skystrike tried his best to say it as calmly as possible. "It's… green…"

Her eyes widened as each one of the mares gave him a look.

"What?"

"Oh no! Green! Not green! Green hair!" Rarity cried before running off crying. "It's such a horrid color!"

"Well, i'd never!" A pony with a green made said angrily.

"Well come on Twilight, it's up to you." Spike said as Trixie whipped her hoof.

"What do you mean? I'm nothing special…" Twilight said to both Spike and the crowd.

"What do you mean? You're better than her!" Spike growled.

"I'm no better than anypony!"

Trixie laughed. "You think you're better than the great and powerful Trixie? You have more magical talent! Well come on, show Trixie what youve got! Show us all." She taunted.

Skystrike sighed. "I heard you were annoying, but this is just ridiculous." Skystrike stepped on stage. "It's my turn I guess."

"And what can you do that Trixie can't?" She laughed.

Skystrike looked at her. "Well, I can actually attempt at what the contestants did for one. Applejack could do rope tricks. All you did was wave it around with filly level magic. Rainbow actually flew around and did tricks, all you did was make her dizzy. Rarity turned a simple curtain into a beautiful dress, while all you did was change her hair color, which barbers can do." He counted off with his hooves. "You didn't do anything they did 'better', so you're a fraud."

Trixie gritted her teeth as he continued. "Second, what do you know about dragon shouts?"

"You mean roars? That's not hard to do." She smirked.

"Oh it's much different. Let me show you. Everypony, cover your ears." They all did so as Skystrike took a deep breath. He opened the jaw of his helmet.

"Fus… RO DAH!" An explosion could be heard as he finished his chant. A wave of energy went over the crowd, their hair flowing in the force of the shout, and ran into a tree, knocking all the apples and most of the leaves off it. Everyone gasped as Trixie's jaw dropped. "You see that? That was two things. The easiest shout you can learn, and something very few dragons and even fewer ponies can do. Now, can you do better than that using only your voice?"

Trixie recomposed herself. "Of course I can!" She cleared her throat as the audience covered their ears again. "Fus… Ro Dah!" She shouted. The audience flinched, expecting the same, but slowly came up one my one realizing nothing was going to happen. "T-That was just a dud…" She said with a quiet, scratchy voice.

"Hah, you got a sore throat now. My job here is done." He jumped down from the stage. "You guys should go check on Rarity. I'm going home. And Trixie, learn when to shut up." He left as the crowd began laughing behind him, though Spike followed him.

"What was that? I've never heard of anything like it." Spike said jogging net to him.

"I don't expect you to. Most dragons dont know of it. It makes sense that you wouldn't, being raised by ponies. What that was is called 'Thuum', ancient dragon tongue for voice. The one I used back there was 'Unrelenting force'. The first one I learned."

"Who taught you?" Spike asked.

"An old dragon from the outside the dragon lands. His name was Paarthurnax."

Spike thought for a moment. "Could you teach me the voice?"

"If you really want to, but they're mostly used for battle." Skystrike warned the young dragon.

"I know! And it's cool!" Spike smiled.

Skystrike couldn't help but crack one of his own. "Alright then. I'll talk to Twilight about it. If she doesn't want you to, I can sneak you out. I hope you won't mind having a training partner?"

"Of course not! When do we start?"

Next week. Now go check on your crush. I'll see you later Spike." He finished, leaving Spike with a blush.

* * *

Skystrike was currently making a salad and some fried rice for dinner, his armor in the corner. Stardust was currently trying to lecture him about what he did earlier that day. It was not working out in her favor, but it didn't stop her from continuing.

"Sir, you realize that I have to tell the princess' about this?" She sighed.

"Yup." He replied as he continued cooking.

"It will only make you more known, and make even more fear your power, sir." She pushed a hoof against her forehead.

"I know." He took out some plates from the cabinet. He lifted the frying pan and evenly split the fried rice onto both of the plates. He then took the bowl of salad and put some in a small bowl for each of them. He turned off the stove and held a plate on each wing. He walked over to the table that Stardust was waiting at. He tilted one of his wings down, letting the plate slide down and stopping in front of her. He did the same at his seat before pulling back the chair and sitting down himself. He figured that Celestia would know the truth about it sooner or later, being he used a different shout during his escape those years ago.

"Honestly sir, I wouldn't be surprised if we were called back so soon." She said as she picked up her utensils.

"Unless she or anypony I know is in immediate danger, i'm not going back until the gala. Speaking of which, I still have these two other tickets. Probably gave me two extra because polygamy became a thing." He took a bite of his food. The word being said caused a light blush on Stardust's face.

"What about that pony Lyra? You said you knew her in the past?"

"Yeah, good idea. Then you can have the extra ticket." He thought aloud.

"Oh, don't worry about the ticket, sir. As your guard, I get in essentially free." She said as she finished her salad.

"That's… oddly convenient and planned." He said as he finished his plate. "And one last thing. Starting next week, you're training alongside Spike. You could use the practice."

"Yes sir!" She saluted. Skystrike looked at her plate. Empty. Skystrike looked at her, some rice stuck to her face.

"I'm guessing it was good?" He chuckled before picking up their plates. He got a napkin and wiped her face before throwing it across the room into the trash. He put the plates in the dishwasher. "I hope you'll make friends here better than I did. You atleast look normal" He sighed to himself.

"I will, sir! When I do, i'll let you meet them!"

"I would appreciate that." He smiled at her.

Large booms could be heard as the ground rumbled beneath their hooves. Skystrike and Stardust exchanged looks before they went outside, seeing a large blue, starry bear follow Spike, a tall filly, and a short filly, each screaming for their lives as they ran towards Ponyville.

"Stardust, lock the door! We're going out to stop that ursa!"

"Yes sir!" She said as Skystrike took off towards the town.

He quickly ran past the bear as the fillies went towards Trixie's wagon and Spike towards the library. He realized exactly what they were trying to do as Trixie came to the door and began talking with them.

"Didn't Trixie say the great and powerful Trixie wish not to be disturbed?" Trixie raised a brow.

"Trixie, we have a little problem." The short one said in a squeaky voice.

"More like a big problem!" The tall one said pointing to the large bear behind them.

Trixie looked behind the two to see Skystrike and the bear running at them. She let out a cream as she was frozen in fear. Skystrike grabbed the two fillies and mares, just before the ursa smashed the wagon with a large claw. He quickly put them down before before saying one word. "Run!"

They quickly followed behind him as they weaved through the alleys, trying to lose the bear. The bear continued to follow them as the other residents woke up at the massive creature running through the town. The four were backed into a corner as Skystrike gritted his teeth.

"Great and powerful Trixie! You've got to vanquish the Ursa!" The short pont pleaded.

"Yeah! Vanquish so we can watch!" The tall one said as the bear inched closer.

"It took alot of trouble to get that thing here!" The short one smiled before getting an angry response from the two grown ponies.

"What!? You bought that thing here!?" They said in unison.

"Are you out of your little pony minds!?" Trixie asked, her eyes shrink in shock.

"But you're the great and powerful Trixie!" The short one said confused.

"Yeah, remember? You defeated an Ursa Major!" The tall one clarified.

The bear let out a roar in their faces before Trixie gulped. "O...ok. Here it goes!" She focused magic into her horn, causing a nearby vase to rattle, a long rope coming out of it. She tied the ursa together as she exhaled. "Piece of cake."

The ursa looked annoyingly at its paw, showing that only two of its toes were tied together. He split them apart, the rope snapping easily. It looked back at them.

"Now is not the time for games, Trixie!" Skystrike scoffed as he got ready for any attacks.

"Yeah!" Shorty said.

"Vanquish it!" Skinny pitched in.

She focused her magic once more, a storm cloud appearing above the bear. It rumbled a bit before lightning struck its tail, only making it angrier.

"Well that was a dud…" Skinny grunted.

"Yeah, come on! Do the stuff you did earlier!" Shorty suggested.

The storm cloud struck the bear on its back, leaving a black mark from the burn. The bear opened its mouth before they all took a step back.

"Uh oh." Trixie quietly said.

"Fucking run!" Skystrike ordered as the bear roared. The four quicky zoomed under the bear, making it rampage through the inner parts of the town. Each pony outside looked to see the blue bear hunched over a house before running.

"Sir!" Stardust caught up to the four ponies and began running next to them.

"Trixie, get rid of the ursa now!" Stardust shouted.

"I… cant!" She sighed as her ears went down.

"What!?" The two fillies said behind them. Skystrike looked back to see Twilight and Spike standing next to them.

"I've never done it! No one can vanquish an ursa major! I just made the whole story up to make me look better!"

"Made it up!?"

The ursa began to growl as it neared them. It stood on its hind legs before bringing its arms up with a roar. THe crowd, including Rainbow, Applejack and Rarity all gasped as they saw it so close.

"Everypony! Get evacuate the area! Stardust! Trixie! I need you to help evacuate!"

"What about you?" Twilight said walking up next to Trixie.

The bear roared again before trying to bring a paw down on the two mares and stallion. Skystrike quickly pushed the two out of the way before the bears claws dug into his skin. His coat was slowly turning red as blood ran down his side. He let his guard down, a foolish mistake.

The girls and dragon called out his name as he caught his footing. He looked back at everyone who was still there. "GO!" He said before he jumped at the celestial beast.

He pushed his back hooves into the bear's skull, the outcome being a roar in pain from the beast. The bear swiped at him, trying to knock him back. Skystrike saw it coming before jumping over it then divekicking the bear. The ursa opened its mouth, trying to bite at the pegasus in mid air. Skystrike air dodged out of the way with a flap of his wings before landing a roundhouse kick to the bear's cheek. He landed on the ground in front of the bear, slightly dizzy from the loss of blood. He needed to finish this quickly, or at least stall it long enough for it to escape. The blue beast brought down both of its front paws onto Skystrike. He stood on his hind hooves and put his front hooves up, catching the paws. The force coming down on him caused a small crater under his hooves. He let go of its paw before landing a strong uppercut, it making a cracking sound as the bear fell backwards. The large ursa fell onto its back, failing to keep its footing. Skystrike landed on all fours as he dizzily stood up. He looked behind him, seeing everypony in Ponyville cheering for him as he defeated the ursa.

"That wasn't an Ursa Major…" He said weakly.

"...What? Both Trixie and Twilight said shocked.

"That… was… a Minor…." He finished before he fell over onto the ground. He could hear the calling of his name as his vision turned fuzzy. "You girls really need to take… care of yourselves… He said as he coughed up some blood. His hearing grew weaker before he closed his eyes.

* * *

His eyes shot open as he looked up at a white ceiling. He quickly sat up as the cover fell off of him. He sucked air through his teeth. He looked to his right to see his side bandaged up, as well as Stardust asleep, her head lying on the side of the bed. He looked to his left to see Spike sitting in a chair sleeping, and Fluttershy lying in the same fashion as Stardust. The three had tear marks on their faces. Not wanting to wake them up, he layed back down. He was about to put a hoof on his forehead, only for it to be stopped by his helmet in between. Looking around, he notice that there was an IV bag running into a vein in his left hoof. Next to it was a desk that had multiple bouquets of flowers, as well as get well soon cards. One stuck out to him it being a glass of sky blue tulips with a blue card under it of the same shade. It was a get well soon card from Trixie Lulamoon written in cursive. He smiled at her thoughtfulness. The warm sunlight shinned on his face, making him squint.

The sound of hoof steps could be heard coming closer to his room. He looked at the doorway to see a mare with a white coat and pink mane and tail, her hair in a bun and sporting s nurse hat.. She looked up from her clipboard to see Skystrike looking right at her. She dropped her clipboard.

"Hey Redheart. What's up?"" He waved.

She let out a sigh of relief. "I'm so glad your ok, Mr. Nebula, as well as the rest of Ponyville."

"...huh."

"What?" She asked confused.

"Figured the whole town would avoid me after Magnus. Speaking of which, how long was I out?"

"Almost a week. Five days to be exact." She said sadly.

He sighed in realization. "At least I still got time before training begins."

"Oh of course!" Redheart said in realization. "You have some visitors. They've been coming nearly everyday. I believe that they were quite worried about you."

"Well, let them in. I got nothing else to do."

She nodded before leaving the room, only to come back with Twilight, Applejack, Rarity, Pinkie Pie, Rainbow Dash, and even Bon Bon. Each one of them let out their own sigh of relief before waking up the three sleepers. They slowly woke up, glancing at the now conscious pegasus. Each one of them joined in on a big, yet slightly painful hug.

"Sweet Celestia Nebula, don't scare us like that!" Rainbow said in a shaky voice.

"What in tarnation were you thinking' goin' after that Ursa minor?" Applejack scolded.

"I was thinking that if I fought it, it would buy you guys time to escape." He answered. "But me taking that hit was my fault entirely."

"That's not true!" Spike said as he rubbed his eyes. "If Twilight and Trixie weren't there, you wouldn't need to take the hit for them!" Twilight flinched

 **"** **Maybe, but his control of him emotions weakened him."** Echo spoke. **"After the duel with Magnus, he suppressed his anger. His power rises as his anger grows, so, Skystrike essentially lost most of his strength, speed, and defense."**

 **"Wait, so the angrier you get, the stronger you get?" Pinkie questioned.**

"Pretty much. I see it as a second adrenaline. We call it wrath." Skystrike shrugged. "It also got me out of near death situations. Pretty handy."

"Just don't run into battle like that again. You worried all of us." Fluttershy pleaded.

"Sorry kiddo, but if you or anyone else can live at the cost of me dying, i'll take that L."

"Darling, don't you care for your life at all?" Rarity asked.

"Eeeeeh… It's not that I don't, it's more like I see other lives having more value than mine."

"How could you say something like that sir?" Stardust said with tears in her eyes. "Each one of us here care for you!"

"Not to ruin the moment, but think about it, you got the elements of harmony, a knight from the royal guard, a civilian who's done nothing wrong, and a baby dragon. You all have done so much good in this world, compared to me, who's taken more lives than I saved, some out of my own anger. You heard what I asked at the duel." He said, no hesitation could be heard in his voice. "That being said, i'm going to try my best to live as long as I can."

"Anyway." Spike started, changing the subject. "When is Skystrike getting out of the hospital?"

Nurse Redheart looked at her clipboard. "Well since he's conscious and doesn't seem to be in too much pain, maybe at noon?"

"Wait, Skystrike?" Bon Bon said as Spike smacked his hands against his mouth, realizing his mistake. "You're Skystrike?"

"Am I that popular?"

"You're famous! Or were. Most ponies thought you were dead." She threw out a hoof. "I have to say though, you're nothing like Lyra said. Well besides how you like to fight."

"Hold up, you know Lyra?"

"Yeah, She's my roommate."

He stayed silent for a moment. "That's convenient. I'll come see you later this week. I gotta train Spike and Stardust the day after tomorrow."

"You what?!" Twilight shouted. "Spike didn't tell me about this!"

"Skystrike gave Spike an expecting look. He looked back at him, the dragon quickly tilting his head at Twilight, telling him to deal with it. Might as well.

"He asked and i'm going to do it." He said quickly.

"But he's supposed to help me in the library. He is my assistant." She grumbled, slightly annoyed.

"All his time won't be taken away from the library. Besides, can't you do it yourself over the course of a few days, instead of doing it in one?"

"Well it's my say if he goes or not!"

"Twilight, growing up, I had to sneak around and steal to survive. This won't be the first time I've had to kidnap somepony." He smirked. "But i'll just say this. Skado skadee, he commin' with me." He finished before grabbing Spike and running through the hospital. He stopped at the front desk and paid his bill before running again from the hoofsteps behind him.

"Spike, first lesson, it's always ok to run."

Spike laughed as he rode on his back, riding Skystrike throughout Ponyville.

* * *

 **I'm sorry for this chapter coming late. I had to get a new computer, and school started for me, so these chapters may come a bit slower. The next chapter will reveal a bit more of Skystrike past in equestria. I hope to get it out by next week. Until next time!"**


	9. Chapter 9

**Disclaimer: I do not own mlp.**

* * *

Skystrike walked into the library, quickly greeting Twilight who gave him an annoyed glare. Technically kidnapping Spike, even if the dragon enjoyed it, may not have been the best idea to get on her good side. But, that was the least of his worries. Spike was currently dusting off some of the library's books as Skystrike walked towards him.

"Hey Spike! Ready to go?"

"Yeah! Just let finish this shelf!" He said as he quickly finished dusting the books. "So what do we do first?"

"First, we go to Rarity's" He turned and walked towards the door. "And you're going to be walking for a while. We'll see you later, Twilight." He walked out the door.

"Bye Twilight!" Spike said, excited to start his training. Twilight waved goodbye with a sigh.

The two walked through Ponyville. Most ponies were still inside, either sleeping or eating breakfast. Lucky for them, Carousel Boutique opened fairly early. They walked inside, meeting Stardust and Rarity inside, who stopped their conversation and looked towards the two boys.

"Why, good morning you two." Rarity greeted.

"Morning Rarity. How ya doin?" Skystrike waved.

"Why, im quite well, darling. I hope you didn't have trouble getting here?"

"Eh, my wing is a bit sore, but i'll manage." He shrugged.

The sound of hoof steps could heard quickly coming towards the three.

"Hey sis! Late for school! Gotta go, bye!" Sweetie Belle said quickly, running by with a blur.

They all stayed silent for a moment, taking in what they just saw. Suddenly, Skystrike realized something.

"Spike, how old are you in pony years?"

He thought for a moment before answering. "Uh...7?"

"And have you ever went to school in Canterlot.?"

"No?"

"You're gonna start going to school. You need mental strength as much as you need physical."

Spike groaned reluctantly. "But you barely went to school back in Canterlot!"

"That's because I was able to skip a lot of grades and graduated really early. So, i didn't go to school long because I was already ahead of everypony else." He chuckled to himself.

"But how did you-"

"Photographic memory. Took me over a week to read all of those books. Was it worth it? Probably not." He laughed.

"How can you say all of these amazing things so calmly?" Rarity questioned.

Systrike shrugged. "Anyway, Rarity we need your help."

"Alright. Tell me what you need."

"Well, everytime I train somebody, we get them a specially made cape with the same symbol as mine to show that they are my disciples." He said pointing to the three stars on his cape. "They'll tell you the design they want, just make the symbol like mine, but only the large star. My only rule about the capes are that it has to match your look."

Rarity nodded before picking up a notepad with her magic. "Alright, I think I can do that. Just tell me what you need!" She grinned eagerly.

Spike scratched his chin. "Well… can I have it my color purple, fading to black like Skystrikes? Then I want lime green fire coming from the bottom up." He finished as Rarity sketched it down on her notepad.

"What about you, stardust?" She asked as she flipped a page.

She hummed to herself before answering. "Can I have it a pinkish-red with a pastel blue fade at the top?"

Rarity looked up after finishing her sketch. "I think I can get this to you by next week friday at the latest."

"Fine by me." Skystrike nodded before pulling out a bag of bits. "Here's the payment before hand. I know they're gonna like it." He gave her a smile. "Come on, you two. We gotta get started."

"Yes sir!" they both said as the three left Rarity to do her work

* * *

Skystrike, Spike, and Stardust all walked towards the river that separated the Everfree Forest from the manor. Skystrike looked into the river to see a few fish swimming by. He hummed to himself before deciding what their first lesson will be.

"Alright you two, lets go over some rules. If you want to get stronger, you have to follow these rules, understand?"

"Yes sir!" They both saluted.

"First rule of Skystrike training. Don't talk about Skystrike training. Second rule of Skystrike training, you must have a reason to get stronger, whether it be your beliefs, your pride, your honor, or anything else. Third and final rule of Skystrike training, if you fail, try again. There's no quitters here."

"Yes sir!"

"Alright, now for your first task, each of you have to catch one fish and put it in this bucket." He said as he pulled a pail of water.

"How are we supposed to do that?" Spike asked in shock.

"This task is meant to test your reflexes, as well as your ability to handle multiple possible outcomes." He said as he got into a back stance. "I'll be here, practicing my one-handed skill. By the way, if you dont catch one, you don't get lunch." He said with a chuckle to their surprise. The two instantly got into the cool river water as Skystrike began swinging his sword. You could hear the air being cut as he swung his blade.

Spike eyed a fish coming towards him as he tried to grab it with both hands, only for it to slip through his claws. He turned to look at it, only to see it swimming quickly down the stream. He grumbled as he tried again, only for it to swerve out of the way, dodging him entirely.

Stardust was having a different problem. She first tried using her helmet to scoop up a fish, only for the fish to jump out or swim around her, leaving her with wet headgear. She dropped her helmet, letting her pastel blue mane fall out. She tried grabbing a fish with her hoof, only for it to swim under her.

Skystrike was working on his stamina, speed, and blind spots. He wasn't able to do as well as he did with Magnus, only having a fraction of his power. He kicked a nearby tree, leaves falling from it. He held his sword behind him before swinging it over his head and around his right, cutting the leaves above and beside him. There were a few leaves falling in front of him. He quickly turned his blade and bought his sword in front of him, grabbing each one with the tip of his blade. He then turned his sword again to spin a few times, cutting the rest of the leaves around him. It wasn't good enough though. He needed to get back to his former state, without his rage. He kicked the tree again and repeated his previous exercise.

Back at Spike's end, he was getting more and more annoyed. After countless tries of trying to catch s fish, ranging from blocking the water to making a makeshift fish trap. All of this happening in the last two hours. Spike finally had enough and slapped a fish as it passed. Ironically, he slapped it out of the water, making if flop around on the land. Spike stood in the river for a moment before his eyes widened in realization, as he quickly ran out and picked it up before throwing it in the bucket. He celebrated to himself before telling Skystrike that his task was done.

Stardust watched as Spike caught his own, making her slightly more annoyed. She tried the same tactic as thee baby dragon, and to her luck, it worked.

"Nice job you two. Let's go eat. You two are helping me cook, and we're cooking lot." He said before picking up the bucket.

* * *

There were nine plate and chairs all set around the table, Skystrike having pulled them out from a storage closet in the room. There was a excessively large plate of salad in the middle of the table, along with two dozen buttered bread rolls, a large, square cheese pizza, and a large pitcher of lemonade. Spike, however was eating something different. He was going to eat the fish that the two had caught earlier, after a little convincing from Skystrike and the enticing smell. After frying it and seasoning it, it was ready to be eaten.

"Sir, why do you-' Stardust's question was cut off by a hoof on her muzzle. Skystrike put a hoof over his mouth, making a motion telling them to stay quiet. Skystrike quietly flapped his wings as he got closer to the front door. He quickly opened it, only to see each of the main 6 falling on top of one another with swirls in their eyes.

"There's food here if you're hungry. If you wanna talk, come sit with us." He turned around and sat down at the table, putting a bread roll in his mouth.

The six got up before reluctantly sitting down at the table, each having looks ranging from annoyance to suspicion to uncaring. Skystrike turned his helmet into a colar before pouring himself a glass of lemonade.

"And how exactly did you know we were there?" Applejack sked in suspicion.

"I've said this so many times..." He faced hoofed. "I needed to know when i was being followed to survive in the past. I've made many enemies. Better question, why did you all follow me? You've been tailing us since Rarity's."

"You noticed that long ago? But how-" Twilight stopped herself, realizing her question was answered by his previous statement.

"So, i'll ask again, why did you follow me?"

"I came to see how you train and see if I could get faster" Rainbow crossed her forehooves

"I'm here to... study you." Twilight mumbled.

"Seriously?" He got another slice of pizza.

"Well I wouldn't need to if you let me sstudy you directly!" She defended.

He sighed. "Next."

"I was just making sure you weren't up to something." Applejack put some salade on her plate and started eating. "You are a good cook ya know?" She said with her mouth full.

"I'm just checking on little Spikey-wikey. A baby dragon shouldn't need to learn how to fight." Rarity said as she hugged said dragon.

"That is Spike's choice, but I believe he appreciates your concern. Besides, you don't learn how to use weapons until the 2nd week." He waved a hoof. "Right now, we're working on using your emotions for certain situations."

"I'm here because Twilight asked me for help." Fluttershy spoke quietly.

"I'm here because it looked like fun!" Pinkie smiled before she picked up a slice of pizza and ate it whole. "Mmmmmmm!"

"Aight, so first off, if you wanted to watch, you could have asked. Second, neither of my disciples can fly, so I doubt my work out will help you, Rainbow. And third, it kinda seems like you all dont trust me, which is, to be fair,understandable." He took another bread roll.

"Man, Skystrike this fish is good!" Spike burped after finishing his plate. Stardust silently face hoofed.

"Fish!?" Everypony save for Fluttershy said in shock.

"You fed Spike fish!?" Twilight was visibly angry, though Skystrike couldn't tell for some unknown reason.

"Yeah. The fish we caught earlier, trout to be exact, I taught him how to clean, descale, and gut it. Good to know he's not that squeamish."

"Why would you give him fish in the first place!? He could've been allergic!"

"Because, even though he's a baby, he is still an omnivorous, yet mostly carnivorous dragon, and he needs his protein?" He said as if it was obvious. "And I've yet to see a carnivore allergic to meat. Besides, it was either this or whatever animal we found in the everfree, so pick your poison."

"Darling, how do you know how to cook fish anyway?" Rarity asked, a slight look of disgust on her face.

"I travelled with a griffon, an avian, a dragon, and a hippogriff. I also have two birds, a bear, and a lizard as pets.. All but two eat only meat. I had to learn sooner or later." He drank some more lemonade.

"But think about Fluttershy and her love of animals. It has to hurt her to see Spike eating that." Applejack pointed a hoof.

"Fluttershy, your thoughts?" Skystrike got a third slice.

Fluttershy drank some lemonade before sighing. "Um, well, I take care of and have taken care of a bear, eagles, falcons, owls, and many other predators." She took another sip of her lemonade. "The only difference here is that it's cooked. It's uh... not new to me." She said in her soft voice.

Skystrike held back a chuckle at their silence before speaking again. "So, you girls gonna eat or what? By the way, training is over today, you two. You can either do some basic weight training or come back tomorrow." He finished before getting himself some salade.

The rest of the girls picked up their utensils and started serving themselves. Each of them hummed in approval as they bit into their food. They quickly finished their plates, much to Skystrike's laughter.

"How do you cook so well? This is just delicious!" Rarity asked before getting a second serving of salad.

"Well, the dragon I travelled with taught me what herbs are good, and the avian taught me how to cook a lot better." He replied with a happy sigh.

"Where do you get all of these things for cooking anyway? I've never seen you in the town market." Rainbow asked n curiosity.

"They're in my bag." He pulled out said bag, before opening it. Each of the ponies and dragon lookes inside it to see a black shadow inside the entire bag.

"But, there's nothing in it?" Rainbow stuck her hoof inside to prove her point, only for her hoof to go through the shadow, it engulfing her hoof whole. She pulled back her hoof and carefully checked it. "What!?"

"That was my first reaction to." He chuckled. "Basically, it's a seemingly bottomless bag. Anything you put in it, it doesn't age past the point it was in until you pull it out again. This is where I store everything."

"That's amazing! I've never heard of a magic item like that! You have to let me study it!" Twilight said with sparkles in her eyes.

"I'd rather not have it returned broken, sorry." Skystrike dismissed it.

"I won't break it!"

"You say that now…"

"So, what exactly do ya have in there?" Applejack asked.

"What don't I?" He laughed. "Name it and I probably have it."

"Do you have a ruby in there?" Spike asked, drool falling from his mouth. Skystrike stuck his hoof in his bag for a few seconds before pulling out a ruby the size of his hoof. Spike grinned before eating it whole.

"Do you have a strawberry, chocolate, and raspberry cupcake?" Pinkie aske quickly. He again stuck his hoof in his bag before pulling out the cupcake. She picked it up in her tounge and ate it in one bite.

"I bet you don't have a limited edition signed picture of Spitfire from the wonderbolts!" Rainbow said.

Skystrike pulled out a picture of both him in his pony form and Spitfire next to each other, both dressed in the wonderbolt uniforms, and Skystrike having his collar on. Skystrike was obviously younger, being almost 15 at the time. Written on the picture in Spitfire's hoof writing was. 'I had fun with you here. You know where to find me, captain.'. He smiled looking at the photo, remembering the times they shared together. "Sorry, Rainbow, but this is important to me. I took this after I left the wonderbolts."

"YOU were in the wonderbolts!?" She asked, completely shocked at his last sentence.

"Well who do you think trained them before Spitfire? I owed the one before me a favor, so I took his job for a few months." He scratched his chin.

"You TRAINED them!?" Rainbow's eyes shrunk before she almost passed out..

"How fast are you if you trained the wonderbolts, sir?" Stardust asked.

"Uh…" He thought for a moment. "If I tell you how fast I am, it'll put you in a sour mood, but if I don't tell you, you wont stop bugging me, so… let's just say pretty fast."

Spike groaned. "I think I ate to much…" He burped. "Twilight… can we go home…?"

Twilight sighed. "I guess it's time for us to go. We'll see you later, and thanks for lunch." She smiled.

"I should start working on your capes." Rarity got up.

"I need to check on the animals." Fluttershy stood up.

"Applebloom is about to get out of school." Applejack walked towards the door.

"Pinkie and I are gonna hang out for a while. We'll see you later, Skystrike." Rainbo flew up from her seat as Pinkie hopped away.

"Bye, guys. I'll see you next time." He said as they left out the door.

* * *

It was around noon when Skystrike went into Ponyville he was sitting next to the river, listening to the sound of the water as it flowed by. It was somewhat soothing to him. Stardust was sitting next to him doing the same.

"Sir, what are we waiting on?" Stardust asked as she broke the silence.

"Either a signal or for somepony to come interrupt us." He replied, his eyes still closed.

"Who would send you a signal? Can they send you a letter?" She questioned.

"Well, it's easier for him. He's also gonna help me make you and Spike's weapons, armor, and equipment. Got a pretty good idea for what you two will like." He opened his eyes and looked at her. "Speaking of which, I need you to watch the house for me. I'm making it so only you and Spike can go in and out."

"And why not the others?"

"I don't fully trust them. Spike makes sure to keep his promises to the best of his ability, and so do you. Not sure about the girls yet." He shrugged. "I already put up the security when we left."

"Where are you going anyway?"

"Where ever the signal comes from. Should be south, the direction we're facing." He said nodding his head towards his front.

Stardust was about to reply before she was stopped by Fluttershy. "Skystrike! Stardust!" She said in her quiet voice.

"Oh, hello, Fluttershy. How can we help you?" He turned around to see her.

"No pony else is listening to me, and there's-" She was cut off by Twilight standing on the bridge next to them.

"Listen up!" Twilight started, Spike sitting on her back. "Smoke is spreading over all of Equestria."

The crowd behind them looked to each other in worry. "That's what I've been trying to-" Fluttershy was interrupted again.

"But don't worry, I've just received a letter from princess Celestia informing me that it's not coming from a fire." She reassured them.

"Oh thank goodness." Fluttershy gave a sigh of relief.

"Watch her say something more threatening than a fire." Skystrike said under his breath.

"It's coming from a dragon!" Everypony gave out gasps of shock while Skystrike tried his best to stop his laughing.

Skystrike looked up to see the smoke. That was his signal. He got up due to Twilight asking him, Fluttershy, and Stardust to meet him at the library, which he reluctantly agreed to. With a sigh, he started his walk to the purple pony's house.

* * *

"What in the name of all things cinnamon swirl is a full grown dragon doin' here in Equestria?" Applejack questioned as Twilight put down her book.

Skystrike looked up from polishing his sword, a curious spike looking at his reflection in it. "Either it's here for something, or if found a new home after being chased out his last one?"

"What type of creature can chase a dragon away?" Twilight looked at him.

"A Lot of creatures actually. To name a few, Tatzlwurms, Rocs, and other dragons." He answered.

"If we need him gone, I can deal with him quick. I have a way of influencing them.

"Sky, not even you can take on a dragon." Applejack chuckled.

"Never said I was gonna fight it." He chuckled back. "Anyway, were you about to say something, Twilight?"

"Oh, uh, the dragon is probably sleeping." She nodded before pulling out a saddle bag.

"Huh?" Applejack gave her a confused look.

"According to princess Celestia, he's taking a nap. His snoring is what's causing all this smoke!" She looked back at them.

"He should really see a doctor. That doesn't sound healthy at all." Pinkie pie said.

"Well, at least he's not snoring fire!" Rarity replied "What are we meant to do about it?"

"You could just let me deal with him. Shouldn't take long." Skystrike said as he sheathed his sword.

"I'll tell you what we'll do about it!" Rainbow started as Skystrike gave a 'this mare' look to Rainbow. "Give him the boot!" She kicked a wooden carving over before Twilight caught it with her magic. Rainbow dived at the carving before Twilight lifted it, making Rainbow dash whiz under it and crash into the wall next to Skystrike, upside down.

"Well good luck with that." Skystrike said as he helped her stand upright.

"We need to encourage him to take a nap somewhere else." Twilight corrected her. "Princess Celestia has given us this mission, and we must not fail!" Rainbow dash saluted her. "Are you paying attention, Skystrike?" She looked over to see him tapping his hoof.

"I'm the last pony you should be telling that to. Besides, i'm just waiting for this to be over so I can start going to this guy."

"Darling, you can't be suggesting that you and Stardust are going by yourselves?" Rarity motioned a hoof.

"Actually, miss Rarity, I'm staying here." Stardust raised a hoof.

"Wait, you're going alone?!" Applejack asked in surprise.

"That's what I planned on. What, you need me to come with you for a reason I don't know about?"

"That doesnt matter, Skystrike, you're coming with us. Everypony, lets go quickly. We have a long journey ahead of us. Let's meet back here in less than an hour." Twilight gave a determined look.

"Ok girls-" Rainbow dash started.

"And guy." Skystrike said jokingly.

"You heard her!" She flew up to Rarity and Pinkie before pulling them into a hug. "The fate of Equestria is in our hooves! Do we have what it takes?" They all gave cheers of approval before trotting out the door.

"Um, actually…" Fluttershy whispered.

"What's up, Flutters?" Skystrike asked. "Oh, and Stardust, you can head on home."

"Oh, um, well, I don't want to worry you…" She said shyly.

"How are we gonna be friends if I can't help you with your problems?" He asked. "You can tell me or not. Not gonna pressure you."

"Oh, well… it's nothing." She said before running out the door.

Skystrike shrugged before going outside and sitting on the steps. He closed his eyes, letting his

mind make up the surroundings around him. All he saw was black. For a few minutes, the darkness continued before a bright light was seen. The light dimmed down before sounds could be heard. It sounded like children. Children playing to be exact. He looked down at himself. He was a human child, standing in a playground in a thin white robe. He looked around to see some kids, no older than six, crowded around him. Infront of him was a large, bulky child wearing the same apparel, smirking maliciously at him. The kid had pale white skin and blue eyes. His blonde hair flowed in the wind. He knew exactly what this was.

"So, what do you want, 48?" His mouth moved on its own.

"You know what, 34. It's time I beat some sense into a failure like you. You cant even use magicka, and you're making us look bad to our parents!"

"Whatever. You're making yourself look like an idiot right now, not me." He groaned,

"What did you say?!" 48 screeched.

"Wanna look cool in front of those crazy scientist? Go waste your time somewhere else." He said before turning around and walking away.

48 gritted his teeth. "Don't run from me!" He chased after him, throwing a punch at the back of his head. I quickly ducked under it before sweeping his legs, ending it with a uppercut to his chin.

48 fell on the ground before gripping his jap in pain. "Now you made yourself look bad." He said before walking away. Skystrike went towards the wall of the indoor playground and stared at it. It was filled with color. Picturing the outside world, and the happiness it held. They were taught that the happy world was being taken over by the aliens that came all that time ago. They believed that lie for so long. It grew on them like a plague.

"P.R.O.W-0034" I heard my name called from behind me. I turned around to see a scientist in a lab coat looking down at me. "I saw that performance earlier." He gave a sly smile. "I believe now is the time." He put out a hand.

His younger self wasn't able to hear the malintent in his voice, but by the time he grabbed his hand, it was too late.

"...strike. Skystrike." He heard a muffled voice. "Skystrike!"

His eyes snapped open. He looked around to see the mares standing in line next to him, and Twilight yelling at him.

"Were you even listening?! This is important!" Twilight said angrily.

"No, sorry. Just having a flashback." He stood up. "Ready when you are."

Twilight sighed before walking a few feet away and pulling out her map. Twilight walked up behind her and began whispering to her. Twilight, being the hypocrite she is, wasn't listening, giving her 'uh huh's and 'ok's as answers. That is, until Fluttershy said something that caught her attention.

"Maybe I should just stay here…" Fluttershy gave a concerned look.

"Uh huh." Twilight said before realizing what the pegasus said. "Wait, you have to come! Your way with wild animals will surely come in handy!"

"I don't think I…" She started before she was cut off by Twilight.

"And don't worry about your little friends in the meadow. Spike's got it covered while you're gone."

She looked down to see Spike at her side, birds an his shoulders, and rodents around his feet. "You can count on me!" He said proudly.

Her worries were not rested though, as a bunny on his head thumped his skull, making the animals run away from the sudden shaking.

"I don't think he's up to the task. Maybe…" Twilight began to walk away. "I… but..." She tried before letting out a squeak.

Skystrike sighed at the sight of this. Rainbow flew up to Twilight before whispering to her. Probably something about Fluttershy slowing them down or something equally stupid. Their conversation ended as they saw Fluttershy hiding from her...shadow? Skystrike was dumbfounded.

"Alright everypony, move out!" Twilight said before the mares, save for Fluttershy, began running towards the mountain.

Skystrike looked at Fluttershy, who was currently shivering. He gave her a reassuring look. "Don't worry, you can do this." He said before walking up to her and giving her a push. She gave him a weak smile before the two slowly caught up to the group.

* * *

You could hear the snoring of the dragon from the base of the mountain. Each of the mares let out a gasp at the sound.

"Woah… What was that?" Rainbow asked.

"That's the sound Twilight makes after a long night of study over Equestrian history." Skystrike chuckled. The other mares, save for Twilight laughed at his joke.

"That was the sound of a dragon snoring." She put emphasis on that.

Fluttershy looked from behind Skystrike, who she was hiding under. "It's so… high."

"Well it IS a mountain." Rainbow pointed out the obvious.

" **REALLY?"** Echo started out of nowhere. " **I thought that was a pebble."**

Skystrike laughed at this. "Holy crap, chill!" He said between laughing.

"Shut it, Echo." Rainbow scoffed. "I'm gonna fly up there and check it out!" Rainbow began to fly off, only to be stopped by Applejack catching her by the tail.

"Hold on, now. I think we should all go up together. Safety in numbers and all." Applejack said to the groups approval.

" **Reports have shown that the more people in a group while hiking a mountain is more likely to cause a landslide."**

"Three of us can fly." SKystrike reminded him. "We should be fine. Anyway, let's get moving." Skystrike said before beginning to climb the mountain, his armor clanking with each limb.

The mares followed behind him up the steep slope, Rainbow flying above them with her fore hooves crossed. After a few minutes, Rarity started small talk.

"I hear the only thing that sparkles more than a dragon's scales are the jewels they use to build their nest!" She said. "Oh! , do you think I can convince him to part with a few?" Rarity asked hopefully.

"Maybe. The dragons dont really give things away unless you trade them for something of equal value." Skystrike said looking back at her.

"Hey there, Rarity! Welcome to my cave! Care for a diamond?" Pinkie joked before letting out a roar.

"Heh. good one, Pinkie." Skystrike laughed, the others joining in.

"Ponies!" Twilight interrupted their laughing. "This is no laughing matter! Fluttershy, you're the expert on animals. What do you think the dragon will be like?" She looked back, only to see nopony. "Fluttershy?" She called out.

Everypony else looked back to see her hiding behind a bush at the base of the mountain.

"What are you waiting for!?" Rainbow yelled for her to hear. "An invitation!?"

"Ooo!" Pinkie realized. "I think I have one in my bag!" She pulled it out, confetti coming with it.

"It's so… steep…" Fluttershy's voice wavered.

"Well it is a cliff." Rainbow dash was starting to get annoyed. "You could just, I dunno, fly up here?"

"Come on, Fluttershy! You can do it! Flap those wings!" Pinkie cheered for her.

"Um… ok…" Fluttershy began to take flight. She was at their height before the dragon let out a loud snore. The sound scared her, making her wings snap shut. She fell into the bush under her.

"We don't have time for this!" Twilight groaned before Applejack took her map and laid it out. "What are you doing?"

"I'll need this if i'm gonna take her around the mountain another way." Applejack said.

"Ugh. AROUND the mountain?" Rainbow groaned before Applejack slid down the slope. "That's gonna take them forever!"

Skystrike eyes flashed white before he recolected himself. "I'd rather it take forever than it feel like forever with your complaining" He said before jumping down the entirety of the cliff, landing next to Fluttershy. The dragon let out another loud snore, making Fluttershy roll on her back with her legs in the air. "I'll carry her. You lead. Sound good?"

"Yessiree!" She nodded before Skystrike rolled Fluttershy onto his back. "Twi, we'll be there soon." Skystrike assured her.

* * *

"We make it." Applejack said as the three came from around the corner, meeting the four. They got up before continuing to walk, Fluttershy still paralyzed from the shock. The group came to a cliff before jumping across, landing on the adjacent one. Skystrike put Fluttershy down for a minute before panting.

"Shouldn't have increased my armor weight today of all days." He said before jumping across.

"Your turn, Fluttershy." Twilight looked over to see said mare hugging the wall.

"But it's so… wide…" She looked away from the cliff.

There was only one thought in Skystrike mind as he drowned out the surrounding sounds. Is she serious? Its is a 4 foot crack that she could skip across. He only jumped to not make the cliff crack under him. This mare was light. Couldn't be more than 80 pounds. He understood that she was scared, but for real?

His train of thought was stopped by Fluttershy taking a weary jump over, only to look down and catch herself between the cliffs. He inwardly sighed before helping her across.

Their voyage was stopped a few minutes later when Skystrike stopped them. "Stay quiet. I looks like we're entering an avalanche zone. Just don't talk louder than a low talk and we'll be set." The mares nodded before continuing.

"An ava… ava…" Fluttershy was sushed by Twilight.

Rainbow dash flew ahead, brushing by a tree, making some of the leaves fall. Skystrike paid it no attention before it fell on Fluttershy's butt behind him.

"AVALA-" Fluttershy began to scream before her mouth was covered by Applejack's hoof. Skystrike inwardly cursed at the sudden scream before looking around, along with the rest of the mares. The ground began to shake as each of them had worried looks in their eyes.

"AVALANCHE!" Each of the mares yelled before dodging the boulders falling from above. Skystrike drew one of his swords as he cut a rock above him clean in half. He looked at the other mares, seeing them run/fly around, trying their best to dodge. A rock was about to fall on Twilight before Applejack tackled her out of the way, only for the rock to come hurtling towards Skystrike. He gritted his teeth as the rock hit him head on. If he didn't have his armor, he would've been knocked out. That was the least of his worries however. The momentum of the rock pushed him towards the edge of the cliff. He dug his hooves into the ground and pushed against it, narrowly stopping himself from falling off.

"Holy fucking shit." He panted as adrenaline stopped running through him. "Everypony ok?"

He got weak yes' from each of them. "And now I have to clean this armor again." He sighed.

"...Sorry…" Fluttershy apologized.

"It's ok, Fluttershy!" Twilight assured her. "We'll just have to… climb over." She sighed.

"Idea. Imma go scout ahead and make sure things like this won't happen again and find a safer route. I'll set down a trail you can follow." Skystrike said before flying off.

After being a safe distance away, he flew above the side of the mountain. He let out a sigh at the current situation. He knew it wasn't Fluttershy's fault entirely, being that Rainbow wasn't looking where she was flying, but that didn't change their problem. The mound of rocks and dirt that the girls were currently walking over made the rocks above them less stable. It increased the chances of another rock slide, and on top of that, blocked off a potential path that lead them to the top. Skystrike inwardly cursed before he flew ahead to look for another way up.

* * *

Skystrike landed in front of the girls who were now at the mouth of the cave. "I see you made is up ok, and the scaly boy is still asleep." He said before looking around for a head count. "Wait..." He looked at them to see some disappointed faces and an annoyed one. "Where's Fluttershy?"

"Fluttershy left. She's afraid of dragons. Go figure." Rainbow Dash crossed her fore hooves.

Skystrike stood in silence before calming himself. He let out a slow sigh before talking peacefully. "Rainbow, which one of the elements are you?"

She was caught off guard by his question. "Loyalty?"

"Are you sure? Because from what i've heard during this trip, and I have very good hearing, you've done nothing but complain about your supposed "friend" Fluttershy. You've been nagging Twilight this whole time. 'You sure we should have bought her along?' 'She'll just slow us down.'" He said in a mocking voice, which surprised each of the ponies there. He unfolded his mask and flew straight up to the stunned mare. "You, who's been her "friend" since elementary, decides to ditch her, and bad mouth her behind her back, just because she's an inconvenience? I'll ask once more, which one of the elements are you?"

Rainbow was taken back by this. She stuttered before giving up on her sentence. Skystrike flew past her and landed on the ground. "I feel like you, more than anypony should know about loyalty, and I especially know about if from my travels. Now, if you'll excuse me, I have to go get my friend. Good luck with the dragon, and don't try anything risky." He left the mares as he dived off the side of the mountain before beginning to circle it.

He began looking at the path he marked for the girls to take. Lucky for him, Fluttershy hasn't gone far down. In fact, she was behind a rock near the head hung low as she looked at the ground. Skystrike landed a few feet in front of her so not to startle her.

"Hey Fluttershy." He gave a reassuring smile. "Wanna tell me whats wrong?"

She looked up at him, her head still low. "I'm afraid of dragons…" She said quietly.

Skystrike sat down on the stone beneath him and patted a hoof on the ground next to him. Fluttershy walked over before sitting down. "So Flutters, i'm not going to sit here and force you to do anything. I'm just going to give you some advice i've learned. If your willing to listen?"

She nodded as she stayed silent. "The only thing to fear is fear itself. You can't get through life without overcoming at least one of those fears. Now, what i'm about to say, I need it to be our secret, ok?"

She nodded again. "I was afraid of blood a few years ago."

"...What?" She turned her head as she sat up straight.

"I was afraid of blood. It was around the time I was in Cloudsdale with you and RD all those years ago." He started with a sigh. "I was about to be mugged when I had to overcome it. One of my friends and I were cornered into an alleyway, and he couldn't fight. I hated the idea of someone getting hurt because of me. I was afraid that if I did something, they'd die. But at that moment, I realized that if I sat there, if I didn't fight, my friend may have very well died. I had to choose between succumbing to my fear, or protecting my friend."

"And I can already guess what you did." She looked at him.

"Remember when I came to school with bruises and cuts? Thats why."

Skystrike wrapped a hoof around her and pulled her close. She let out a quiet squeak as he did this. Skystrike pointed a hoof at the cloud of smoke above them. "Now you have that choice to make. You can either walk away from this now, and let me and the others deal with the dragon, or you can overcome that fear, and go help your friends. Either way, i'll support your decision." He gave her a genuine smile.

Moments of silence passed as Fluttershy thought about her decision, only for it to be interrupted by a loud roar. Soon after, the other five mares smashed into the rock they were behind, shattering the top half of it. The two hidden ponies were now revealed to the dragon.

Fluttershy looked down over the rock to look at her friends lying in a cluster in front of her. She looked up to see the dragons red eyes staring down at her. She looked back and forth between her friends and the tall winged lizard in front of her before giving the dragon a mean glare.

"How dare you…" She stared at the dragon. The dragons glare unwavered. "How dare you!" She shouted at it before flying up and landing on its snout.

"Listen here, mister! Just because you're big, doesn't mean you get to be a bully!" She looked him right in the eyes. "Just because you have big teeth and sharp claws and snores smoke and breathes fire, but you do not, I repeat, do NOT. Hurt. My. Friends! Got that?"

The dragon was taken aback by her sudden outburst. He hunched down a bit. "But that rainbow one kicked me." He said in his deep voice. Rainbow nodded proudly.

"And i'm very sorry about that, but you're bigger than she is, and you should know better. You should also know better that snoring causing smoke hazard to other creatures."

"But I-" he started only to be cut off by Fluttershy.

"Don't you 'but I' me mister." She scolded. "Now what do you have to say for yourself?"

"...Dovah kaal taught me to only attack if another means you harm…" He said as he scratched his scales.

"Oooooh." Skystrike walked out from behind the rock. "Yeah, that's my fault. I told him that so he wouldn't cause too much trouble for passerby."

The dragon looked down to see Skystrike looking up at him. Almost instantly, the dragon lowered his head. "Dovah kaal! Please forgive my rudeness. Had I known they were with you, i would've said something."

"Dont worry about it. I didn't even know you were here to warn you, so im in the wrong too."

The mares stood up. "Wait, you knew a dragon was coming here?" Fluttershy practically shouted.

"And what does Dovah Kaal mean?" Twilight asked.

"To answer your question Flutters, I knew he was coming, but he wasn't supposed to be here, and to answer yours Twilight, dovah means dragon and kaal means champion." He pointed at them respectively

"So you called something that dangerous here, and you did nothing about it!?" Rainbow was now the one to shout. "Are you serious!?"

"Well first off, Keyn Lok here may be one of the strongest dragons, he's a softie. And I was going to do something about it, but like Twilight said, 'that doesn't matter. You're coming with us.'."

"Oooooh. So THIS is the dragon you travelled with!" Pinkie exclaimed as Twilight sheepishly laughed.

"Oh, no. I couldn't be compared to lady Tethys." Keyn Lok said humbly. "She is much stronger than I."

"I think we're all ignoring the question, how does Skystrike know not one, but two dragons?' Rarity asked.

"Dovah Kaal doesn't get his name from nowhere, but now I believe i've said to much. Dovah Kaal, shall we get ready?"

"Yeah, just go put my stash in this bag." Skystrike threw him his saddlebag. Keyn Lok stood up and went back into the cave, scooping large handfuls of valuables into his bag.

"Wait, all that is yours?" Applejack asked. "But… how?" Everypony's mouth was agape.

"I traveled a lot, cleared out dungeons, looted bandits, the list goes on. Anyway, Rainbow dash, I think you have something to say?" He side eyed her.

Rainbow Dash let out a loud groan before flying over to the dragon. "I'm sorry Kien Look for kicking you…"

"I'm sure he appreciates it, even if you pronounced his name wrong, but that's not who I meant."

Rainbow's brain processed this information before she face hooved. "Fluttershy, i'm sorry for everything. I've been an awful friend to you. Can you forgive me?"

"Of course, Rainbow Dash." She hugged her.

"Aight, that's adorable and all, but I gotta go to my workshop with Keyn Lok. I'll be back in about a week." Skystrike said as Keyn Lok came out of the cave. He handed him his bag before Skystrike tightened the buckles on his sided.

"Wait, what?" They all said in sync.

"I said that Spike and Stardust was going to get weapons next week, right. We're just going to my workshop in the north. I'll see you later!" Skystrike jumped onto Keyn Lok's neck. With a heavy flap of Keyn Lok's wings, the dragon took off into the sky. "Go ahead and tell Celestia, Twilight. I don't care." Keyn Lok took off towards the north at amazing speeds

* * *

 **I am sorry for my long break from this fanfic. I've had computer problems, as in my computer has been broken for the last 3 weeks. I've gotten a new one, so I plan to get back to at least two a month. The next chapter, I plan to introduce one of the members from All, though I'm sure you can all guess who it will be. I also plan on uploading this to FimFiction, so you're welcome to look there. Until next time.**


	10. Chapter 10

**Disclaimer: I do not own mlp.**

* * *

As he rode on Keyn Lok's back, Skystrike pondered to himself. After working for nearly a week without sleep, he was extremely proud of his work, making weapons and armor for Spike, Stardust, and himself. On his mind right now was how he was either going to keep hiding things from Twilight and the others, or tell them the whole truth. Either way, they will find out eventually, including about him being human. If he told them as of now, they would no doubt tell Celestia without Skystrike telling her himself. At that point, he would once again be taken prisoner, and he would sooner die than that happen. Right now, all he can do is try to get closer and earn their trust. Already having Fluttershy's, that leaves 7 including Spike and Stardust.

He sighed to himself as he looked over the horizon, the orange sun just peeking over the horizon line.. It looked to be about 7 in the morning, and from the speed Keyn Lok was going, they'd be at the mountain they met in about 10 minutes. "Keyn, drop me off where we met up. It would cause trouble if you landed in Ponyville." Skystrike said to the disappointment of Keyn Lok. He gave him a rub on his back. "To make it up to you, I'll come see you at your new home on the day of the migration."

"You don't have to do that, Dovah Kaal. I will be fine."

"Dont worry about it. We're friends, aren't we?" He smiled behind his helmet. "Speaking of friends, how's Tethys?"

"From what i've seen, she's still trying to get stronger and is still mad about your guild breaking up. Aside from that, she's doing well, and some of us believe she's on par with the dragon lord."

Skystrike inwardly smiled. "I'm proud of her. If you see her again, tell her where I am, and tell her to bring her armor." He said as the mountain came into view. "Also, when you see the dragon lord again, tell him that i've gotten stronger. I'll visit when he comes over."

Keyn Lok landed in front of the cave they were at two weeks ago . Skystrike hopped off with a yawn. The last time he slept was an hour ago, and it was only a mere 5 hours. The two exchanged goodbyes as they went their separate ways. Not feeling like walking, Skystrike dove off the edge of the mountain. After falling a few hundred feet, he spread his wings and glided all the way to Ponyville, landing just outside of the small town.

Unexpecting of him, many of the town's residents were running around in fear. After seeing the flower sisters freaking out for real, Skystrike determined it was serious. Although it was way to early for this, he had no choice. "Rose, Daisy, Lily, what happened?" He groaned.

"Oh, it's just horrible!" Daisy started.

"Absolutely terrifying!" Lily continued.

"A huge snake monster came out of nowhere!" Rose stood up as the other two continued to roll around on the ground. "It did not damage anything, thank Celestia, but Twilight and the others are holding it off!"

"Wait, it did not destroy anything?" Skystrike was surprised by her statement.

"No. It just came and looked around for a little while, then went off towards the everfree! What was really weird was that it had a sort of bag in its mouth." She continued.

"...I feel like it isn't trying to harm anypony, but it's looking for something." He spoke to himself. "You said it went towards the Everfree, right? How long ago was that?"

About 10-15 minutes ago! You should check on the girls, Mr. Nebula. They may be in trouble!" Rose said to him before Skystrike turned around. Skystrike began to walk towards his house as he drew his sword. It was way too early for this.

* * *

The mane 6 and Spike were currently trying to keep the monster at bay. The creature was long, somewhere between 30 and 40 feet long. It had black scales with a pattern of golden scales going down its back. Its underbelly was a smooth set of tan scales. The head of the snake-like creature was large, easily able to fit a pony in it. It had rows of razor like teeth, though it didn't have fangs like a snake. It had orange snake eyes and frills around its neck that spead open at will, as well as two ear holes behind its eyes. Rainbow dash was flying around it to keep it occupied while the others were trying to think of a way to get rid of it.

Twilight levitated a book in front of her face as she tried to find data on the beast to find their first plan of action. After skimming through the pages, her eyes widened as she found something useful.

"Ok, girls, I found something! In my book on ancient and mythical beings, it seems that it's a basilisk, and an earth basilisk at that."

"What's the difference?" Applejack asked her.

"While a normal basilisk has its size and speed, an earth basilisk is seen as royalty among the basilisk. They can control the earth around them if they are taught how." She said to their shock. "The only problem is why is it so far from its home in the badlands?"

"That doesn't matter right now!" Rainbow Dash yelled as she circled the earth basilisk who was currently curled up in a coil, a large pouch inside said coil. "We just gotta get rid of this thing!"

"Rainbow Dash is right, darling." Rarity agreed. "The basilisk is our top priority. Fluttershy, can you try talking to it?"

"We don't need to talk to it! We just have to give it the boot!" Rainbow shouted before kicking it on the nose. Everypony and dragon had their heart skip a beat as she did this.

The earth basilisk rubbed his nose with the tip of its tail in annoyance. The lizard stretched its body upward to give it height. Rainbow Dash lowered to the ground in fear and gave a nervous chuckle. The basilisk opened it's golden frills as it let out a terrifying screech, telling them to back off.

"Again, Rainbow!?" Skystrike shouted at her from down the road. He ran towards them and the basilisk with his sword drawn. He slowed down in realization as he got closer to the beast.

The basilisk looked at him with excitement. Skystrike looked at in in realization.

"No way… Naga?" Skystrike unfolded his helmet, letting it see his face. It lunged at him as soon as it saw his face.

"Skystrike!" They all called out to him, only for their worry to be soothed away by the retaliation of the basilisk coiling around him and squeeze him into a hug.

"Good to see you too, Naga! You've grown, haven't you? Last time I saw you, I could still carry you!" He laughed.

"Wait, you know this thing?" Fluttershy asked in confusion.

"Yeah, she's the pet I told you about. Well, more of a companion than a pet." He answered.

"When did you tell us about her?" Pinkie asked. "And can I pet her?"

"I told you two weeks ago I had a lizard, didn't I? And you have to ask Naga."

Pinkie walked over to Naga and put out a hoof. Naga placed her head against her hoof, giving her the ok to do so. The rest of the girls and dragon asked her as well. All but one was accepted.

Rainbow tried to put her hoof on her neck, only for her to back away as Naga hissed at her. "What's her problem." Rainbow asked as she glared at her.

"...You kicked her in the face, you nut." Skystrike said. "Anyway, Naga, can I ride on you again?" Naga picked him up in his mouth and threw him into the air, him falling on her head. "Oh yeah! Lets go! My house is straight ahead!" Naga picked up the rest, save for Rainbow Dash, and put them on her back. She picked up her pouch before they rode of towards Skystrikes house as Skystrike laughed.

* * *

Skystrike knocked on his door to see if Stardust was there. She opened the door to greet him. "Welcome back sirrrrrr….." She realized that she wasn't looking at Skystrike, but instead, an orange eyeball the size of her head was looking into her very soul. She backed away in fear at the sudden sight. Naga backed up to let the pony see Skystrike. "Sup. Sorry, it took longer than I thought." He smiled at her. "This is Naga. Naga, that's Stardust." The basilisk stuck out her tail, expecting Stardust to shake it. She slowly did so as she caught her breath.

"Sir, where did you find a basilisk!?" She shouted at him.

"I'll tell you in a bit. Come outside first." He jumped off Naga and started walking. "Naga, I need you to do something for me." He finished as Naga followed behind him.

They walked around to the side of his house to find a large plain of grass. "Can you make part of the field into an arena? Im training my disciples and we're gonna train today. There's also a cave nearby if you're gonna stay."

Naga nodded before slithering past him. She put her tail in front of her and slapped the ground with it. An area of grass almost instantly turned into a dirt circle.

"Thank you." He said as he rubbed the side of her head. "By the way, what's in the pouch?"

Naga realized that she was still holding the pouch before she dropped it in front of him with a loud thud. Skystrike untied the knot keeping it closed to find a number of things. There was a massive thick yellow blanket, yet is too small for Naga now, pieces of silver colored metal and leather, as if it was once armor, a silver color blade that was as long as Skystrike, and a collection of her shedded scales. Each piece of armor was no bigger than his hoof.

"Oh, wow. Of course you'd grow out of your armor. I'm surprised you kept if this good, aside from a little rusting. Nice job."

Naga purred at the compliment and smiled at him. "Sir!" Skystrike and Naga turned their heads to see everypony and dragon standing behind them. "Oh good, you're here. Come over here, I got your stuff."

Spike walked over to him while Stardust stood still. "Stardust?"

"Y-y-yes?" She hesitated.

"You're afraid of Naga aren't you?"

"...yes, sir…" She admitted.

"Aight. Understandable. You'll get used to her." He chuckled. Skystrike took off his saddle bag and put it in front of him. He sat on the ground and pulled out various items, mostly armor and weapons. Lucky for him, he had spare armor for Naga. Skystrike walked over and gave Stardust her sword and armor, then did the same to Spike.

After a few minutes of tinkering with his creations, he finally got to see them in their full glory.

Stardust still had her spartan-like helmet and armor, but instead of it being made of gold, It was made with the same material as Skystrikes armor, but charcoal in color. She had a rapier that was the same charcoal color, but the hilt of the sword had a symbol of the same star on her cape. Her helmet had a button on her left side. When she pressed it, the helmet folded over her face, having the shape of a stereotypical knight with the slits for breathing, seeing, and all. Her legs were somewhat guarded by knee plates, clawed metal greaves, and pink dyed leather covering her inner thighs.

Spike was given a small chestplate, clawed boots, purple dyed leather gloves with guards on their backs, and elbow guards, all the metal purple in color. His helmet had a slit going down the back to let his green spines stick out. His helmet also covered his entire face, save for the eyes. It also had a few slits so he could breathe. His weapon looked like a black and purple suitcase.

"Oh man, you two look cool. I'm proud of myself. " Skystrike nodded at their looks. "Now it's my turn."

"You upgraded your armor?" Twilight asked from behind them.

"Yep, give me a minute to attach it." He said as he sorted through his bag as he pulled out various metals. He was about to take off his chestplate before he realized something. "Are you girls gonna turn around or will I have to go inside?"

"What do you mean?" Pinkie tilted her head.

"I don't want ponies looking at me when i'm starch naked." He responded.

"But we're naked all the time." Pinkie said. "I don't see why it's different."

"It's different because I have a dick and balls, and I don't want ponies looking at my genitals that I can't hide with my tail? Why do you think I walk in front and wear my armor and cape?"

"Oooooooh." Pinkie realized what he meant. "I see your point…" She chuckled nervously. Each of the girls turned around. Just incase, Naga circled around him to make sure no pony was looking. After quickly changing his armor and switching out his metal fore hoof, he tapped Naga, who was looking away, tapped her side to let her know he was done. At the sound of Naga moving, the girls turned around to see Skystrike in his new armor.

His armor was much more intimidating to say the least. His helmet stayed the same, though his armor changed drastically. The armor covering his back was layered and mimicked that of an armadillo. His belly was protected by multiple sections of armor that allowed him to twist and bend his body. His greaves were bulkier and had stationary metal claws on them for increased grip and all terrain use.

"I see that you changed it, but what does it do?" Rainbow crossed her hooves.

"I can do this!" Skystrike jumped into the air before curling into a ball. The armor plates on his back went down and covered him as he landed on the ground. His fore hoof greaves turned into shields and covered his sides, making him spherical in shape. "But wait, there's more!" Spikes came out of every side of him as he rolled around them at quick speeds. He uncurled and stood in front of them. "Pretty cool, huh. Only downside is that I can't see yet. It's a work in progress."

"Uh, Skystrike? Why do I have a suitcase?" Spike asked as he held it with both hands. Said suitcase was the size of the dragon, if not bigger.

"Oh, that's a prototype. It's a combination of weapons depending to the button you press. That's one of 10 that I made while gone." He took the 'weapon' from spike and pressed one of the three buttons on the underside of it. The length side of the suitcase unfolded, adding the length, but decreasing the width of it. A black pole extended from between the two purple parts, before the upper box opened and a large curved silver blade came out. It was a scythe.

When he pressed the second button, the pole bent, making itself into a curve. A metal guard came out from the middle of the pole to protect his hand, making a magic bow.

When the third button was pressed, the pole went straight again. A metal spike came out the bottom of the staff while four short blades came from the opposite end. The four blades curved so they all pointed upwards, making a staff.

"I'm not sure I feel comfortable with Spike carrying that around." Twilight sighed.

"Dont worry about it. If anything happens, i'll take responsibility. Besides, He just needs to get used to carrying it. I'm going to sleep. I'll come back in like 4 hours." He stepped inside.

* * *

After waking up with a yawn, Skystrike sat up and hopped off his bed. He stretched a bit before finding Stardust in the living room with Naga a few feet away. With the giant lizard in the room, the place seemed kind of cramped.

"Good afternoon, Stardust, Naga." He said as he walked down the stairs.

"Good afternoon, sir." Stardust said in an uneasy tone as Naga let out a chirp in greeting.

"I see that you two are getting along somewhat." He chuckled.

"Somewhat, yes." She giggled back. "I'm still getting used to her, but she's pretty nice." She reassured him.

"Alright. I'm gonna go out into town for a bit. Wanna come?" He asked as he grabbed his cape from the coat rack. "Just going to SCC and Rarity's. Maybe see Applejack."

"Yes, sir! Let me just get my armor." She went to the armory and quickly came back with her new apparel.

"Naga, will you be fine here by yourself?" He asked only for her to respond with a nod. "I'll pick you up something on the way back. I'll cook something for you when we get back, too." He said as the two of them walked out the door.

Stardust and Skystrike have been walking for a good ten minutes in silence before Skystrike thought of something. "So, what happened while I was gone?"

"Actually sir, Twilight invited me, Applejack, and Rarity to a sleepover."

"Skystrike smiled. "Oh wow, that's nice of her. Anything happen?"

Stardust giggled as she thought back on it. "Actually, Applejack and Rarity were arguing most of the time, so it was mainly between me and Twilight. We ended up playing truth or dare. Turns out Applejack looks pretty good in a dress. What really made the night was when a tree fell through the… tree? During a thunderstorm." She turned to see Skystrike with a worried expression. "Don't worry, no pony got hurt. Turns out it helped Applejack and Rarity make up. What did you do? Besides making the armor and stuff."

"Well, I had to get the materials for the armor. I had to find a steel spider, and ask for some of it's thread, be it wanted a trade, so I had to find a safe place for it's nest. Then I had to find all the things for my metal mix. After that, I had to smelt it, let it harden, and then make it into the armor and weapons. Then I went looking for magic stones to put into your weapons, which you'll get the magic stones later. Finally, I had to test all of the armor's efficiency." He explained. Suddenly, he thought back to earlier that day.

"Stardust, can I ask you something?"

"Anything, sir."

"I have a… fairly big secret that i'm keeping. The problem is that if I tell somepony, I, and whoever I tell may be in an unmeasurable amount of danger. Enough to the point where we may be fugitives. Not to mention that they may rat me out." He sighed. "Do you think that I should tell them the truth?"

"If by 'them', you mean Twilight and the others, then do it when you feel the time's right." She reassured him. "Just try not to do it too late."

"Thanks, Stardust. I'll take your word for it." He smiled at her before they came up on Ponyville. Something, however, was off. The once lively town seemed to be nothing but a ghost town, the occasional tumble weed coming through. What was even weirder was that everything was still there. The carriages, the food stands, even some toys that some files were playing with. Being prepared for the worst, Skystrike kept his hoof on his sword as he and Stardust walked through town.

"Do you think they're hiding from Naga, sir?"

"Unlikely. They were still outside when Naga came through. This is actually oddly nostalgic of when I first came to town…" He answered.

"Psst!" A whisper could be heard from nearby. Skystrike looked around before he heard and saw the source of said whisper.

"Skystrike! Stardust!" Pinkie poked her head through Sugar Cube Corner door before ducking behind it again. "Come here! Hurry! Before she gets you!"

The two ran towards the door and jumped through, Skystrike rolling to the side to get out of sight. "Alright, Pinkie, why are you alone in the dark?"

"She's not alone." He could hear Twilight's voice. He looked around to see everyone there.

"Ok… why are you all alone in the dark?"

"That's what I said, and that's also what I'm wondering." Twilight nodded.

"We're hiding from her!" Applejack pointed out the window. Twilight, Stardust, Skystrike and everypony else all looked out the window to see a cloaked figure digging at the groundwith a stripped fore hoof. Said figure turned towards the group, looking at them with glowing yellow eyes. Everypony and dragon save for Skystrike, Twilight, and Stardust ducked for cover.

"I really feel like this is oddly nostalgic…" Skystrike groaned.

"Did you see her, Skystrike? Did you see Zecora?" Applebloom asked as she tugged at his back leg.

"Oh hey Applebloom. Didn't see you there. How ya doin'?"

"Applebloom, I told you never to say that name!" Applejack scolded.

"And yes, I saw Zecora glace this way. Right, Twilight?" He asked to receive a nod.

"Glance eeeevily this way!" Pinkie said with shrunken eyes.

"And then most of you flip out for no good reason?" Twilight looked at the ponies.

"No good reason?! You call protecting your sister no good reason?" Applejack said, only to get a raised eyebrow from Skystrike. "Why, as soon as mah sister saw Zecora riding into town, She started shaking 'er little horseshoes off!"

"Did not!" Applebloom managed to get out while her older sister shook her back and forth.

"So ah swept her up an' bought her here!" Applejack put her on her back.

"I walked here myself!" Applebloom protested.

"For safekeeping."

"Applejack,i'm not a baby! I can take care of myself!"

"Not from that creepy Zecora!"

"She's mysterious…" Fluttershy held her head down.

"Sinister!" Said Rainbow Dash

"And spoooooky!" Pinkie Pie added.

Skystrike, Stardust, and Twilight all exchanged looks before rolling their eyes. The three looked out the window before the rest pushed in behind them for a better look.

Zecora pulled off her hood to reveal her head. Her coat was grey, and her made was in a mohawk with black and white stripes. Each of the ponies gasped.

"Will you cut that out?" Twilight and Skystrike said in unison.

"Just look at those stripes! How galish!" Rarity glared at Zecora through the window.

"Don't talk about somepony behind their back, Rarity. You already got enough doing it. We don't need one more." Skystrike glared.

"She's a zebra!" Twilight explained.

"A what?!" They all shouted.

"A zebra! And her stripes aren't a fashion choice, Rarity. They're what she was born with!" Rarity faints at this revelation.

"Born where? I've never seen a pony like that in these parts! Cept, her!" Applejack trembled.

"That's because she's from a different continent across the eastern ocean. She's probably new. I'm guessing that because I haven't seen her house." Skystrike explained.

"That's just it… She lives in… the Everfree Forest!" Applejack exclaimed.

A loud boom was heard in the background as she said this. "Spike!" Twilight yelled to see spike in the kitchen.

"Heh… Sorry." Spike shrugged.

"The Everfree Forest just ain't natural!" Applejack started. "The plants grow…

"The animals care for themselves…" Fluttershy said.

"And the clouds move…" Rainbow added.

"All on their own!" They all said together. Rarity fainted again as Twilight held an unamused look.

"...you do realize that that all happened almost everywhere outside equestria, right? Go to Zecora's continent, they don't have pegasi to make it rain for them, so how do plants grow? It's survival of the fittest there, so how do animals survive? There's also something called wind to move the clouds there."

"And that wicked enchantress Zecora lives there doing her evil… stuff! Oh, she's so evil, I even wrote a song about her!"

"Here we go…" Rainbow Dash sigher before Pinkie belted into a song.

" _She's an evil enchantress!_

 _She does evil dances!_

 _And if you look deep in her eyes,_

 _She'll put you in trances!_

 _Then what will she do?_

 _She'll fix up an evil brew!_

 _And she'll gobble you up!_

 _In a big tasty stew!_

 _So… watch out!"_

"Wow, catchy…" Twilight said sarcastically.

"It's a work in progress!" Pinkie said proudly.

Skystrike had an unamused look as he glared at each of the ponies as he let out a grunt. "Ok, what have you seen Zecora do?"

"Well... " Rainbow Dash thought for a moment. "Once a month, she comes into

Ponyville…"

"Ooooh!" Twilight said sarcastically.

"Then, she lurks by the stores.

"Oh my!" Twilight gasped.

"And then, she digs at the ground!" Fluttershy pitched in.

"WOOOOOOOOOW" Skystrike yelled. "It's SUCH a bad thing that she comes into town looking to buy stuff, then fidgets at the ground as she waits for the stores to NEVER open because you all are scared of some RUMORS that you all MADE UP!"

"Yeah!" Maybe she's just tryn'a be neighborly!" Applebloom stood beside him. "Everypony likes to shop! Ya know what I think-"

"Applebloom!" Applejack cut off her younger sister. "Hush and let the big ponies talk!"

Skystrike's eyes flashed a light blue. "She's acting much more like a big pony than most of you here!"

"Skystrike darling, why are you taking this so personally?" Rarity asked.

Skystrike sat down and rubbed the sides of his head. "If you can't tell by now, I'm just more disappointed in you mares. Literally the same shit happened to me when I came here! I came to town every week trying to buy stuff, but loe and behold, all the shops were closed! When I was finally able to talk to some ponies like Derpy and Bon Bon, you wouldn't believe the rumors they told me. Apparently, I'm an evil pony who'll chop you up and feed you to the animals in the Everfree, I'm heartless and only care about money, and I'm a follower of Nightmare moon! I'd think it's safe to say where some of these rumors come from. Now, the exact same thing happened again and no pony wants to change? If any of you are brave enough to approach her unlike what you did with me, maybe, just MAYBE, you'll get your answers."

Each of the ponies, save for Twilight and Stardust had looks of realization and guilt on their faces. Skystrike glared at each of them before sighing. "I'm sorry for yelling like that. I shouldn't be taking out my anger on you all. He rubbed his forehead"

"No, we're sorry, Skystrike. We should've realized sooner how you felt." Fluttershy patted him on the back, getting a weak smile in return.

"Hey! Where's Applebloom!?" Applejack looked around.

"The door's open… She went outside!" Rarity realized.

"Zecora's still out there!" Rainbow added.

Skystrike, inwardly hoping said filly took his advice, ran out just to make sure she's ok. His best guess was that she and Zecora were on their way to the Everfree forest.

* * *

His guess was right as they found her tailing Zecora rather sneakily. Applebloom turned around as she heard her big sister call her name, the only thing separating them was a field of blue flowers. "Applebloom, you get over here right now!"

"Beware, beware you pony folk!" Zecora spoke from under her hood. "Those leaves of blue are not a joke!" She warned as she backed into the mist surrounding her.

Applejack picked up Applebloom before countering Zecora. "Y-you keep your mumbo jumbo to yourself, ya hear!" The rest of the ponies, save for the obvious three backed her up. Skystrike facepalmed.

"Beware, Beware!" She gave one last warning.

"Yeah! Back at you Zecora!" Rainbow Dash said as she and the rest of the ponies stood in the blue flowers. "You and your lame curses are the ones who better beware!"

"Destruction 100." Skystrike chuckled to himself.

"And you! Why couldn't you just listen to your big sister?" Applejack scolded.

"I… I" Applebloom stuttered.

"Who knows what kind of curse Zecora just put on you?"

"Just like in my song!" Pinkie sang her song again as she jumped through the flowers.

"You guys, there's no such thing as curses!" Twilight shook her head.

"Well that's interesting to hear, coming from Ms. magic pants herself." Rainbow flew through the blue flowers and poked her horn.

"How is a zebra who cant use magic place a curse?" Skystrike raised an eyebrow. "Magic comes from within your body, and is something you're born with. Curses are made with potions and incantations, i.e. artificial magic." He ignored Rainbow mocking him in the background.

"Curses are just old pony tales anyway." Twilight added, only for the girls to start walking away.

"Just you wait you two, you're gonna learn that some pony tales really are true." Applejack turned her back and walker through the blue flowers.

"...It's been 3 hours since I woke up and i'm already done for today. Stardust, we're going home." He began trudging through the flowers.

* * *

He walked through the black corridor of the hive entrance. After walking for a few minutes, getting deeper into the cave, he got more familiar with it. Despite his photographic memory, 6 years did a number on his memory. As he walked towards the barracks, he was surprised to see no pony there. Finally getting to his destination, he rounded the corner to find a community hotspring. Currently, he wasn't wearing his armor, letting everypony in the room see his features.

Every changeling in the room turned to look at him, each giving him a smile after the well overdue reunion. "Captain!" Some of the changelings called out after realizing who it was. The others just gave him glares.

"Hey, everyone." He smiled back. "Long time no see. How is everything?"

"We have no reason to tell a traitor like you!" One changeling shouted. Skystrike side eyed him. He decided it was best to ignore him.

One of the changeling walked up to him before giving him a high hoof. "Everything is going well! Your ideas are working really well! No one is even suspecting any changelings living with them! And your training to keep up our disguises while sleeping was a good idea, though hard to do."

"Glad to see everything's working out while i'm gone, Grubbonax." He said as he stepped into the hotspring, the hot water was soothing to his skin as he stepped deeper into the water. He sat down on the stone flooring under the water. "How's the combat training and technology coming along?"

A female changeling spoke up. "Well, the combat training is going well. After you giving us some books to learn some spells, though none of us except the queen can learn any past the apprentice level. The good news is that each of us is required to learn a ward spell." She answered. "And we were able to refine some of the magic stones you gave us. Though we don't know what we can use it for, and some changelings got… too passionate. One got some burns while handling the fire stones."

Skystrike let out a snicker. "That's great, Labrum. Guess you could say they got caught in the _heat_ of the moment." He laughed as each of them let out a loud groan.

"Captain, that was terrible!" Labrum stood up from her spot in the hotspring.

"Hey, if i'm _bugging_ you, just say something!" He laughed.

"Stop!" Each one of them yelled.

Skystrike was laughing even harder. "I'll be here all week."

As they talked and made up for missed time, the sound of their laughter attracts some unwanted attention. "What's going on in here!?" Everypony heard in a loud booming voice coming from behind them. Every changeling in the room turned around. Upon realizing who it was, each one bowed. Skystrike finally turned around to see Queen Chrysalis with an angry look on her face, a changeling following behind her.

"There's the traitor, your highness!" The changeling behind her pointed at Skystrike.

"Hey, Chrysi. You've grown a lot since I've last saw you." He said casually. "I remember you being my human height. Time sure flies, huh?"

"Don't give me that!" She growled. "You know full well you've been banished from here. How did you even get in?"

"I snuck in. The guys at the front are new, I guess. Despite me passing the traps, they weren't able to detect me. Then again, my sneak is at 100." He chuckled. "And I may have been banished, but it's not breaking the law unless you're caught, am I right?" He shrugged.

"Enough! I will not forgive you for turning your back on us! Leave now, or I will force you out myself!" She bluffed.

"You know you won't be able to do that if you tried, but fine." He sat up. "I just came to see how everything is going. I'm glad I got to see you all again, despite what's been said towards me." He smiled as he proceeded to leave the hive. Despite the smile that he gave all them, he was sad that she hasn't forgiven him. He couldn't blame her though. He hasn't forgiven himself either.

* * *

After quick dream of what actually happened that extra week he was gone, Skystrike woke up the next day to frantic knocking at his bedroom door. "Sir? Sir, there's something wrong with me!"

He quickly threw of his covers and ran towards the door. He flung it open to see a different sight than he was expecting. Stardust, or what had the voice of Stardust, was standing in front of him with a worried face. Instead of Stardust in front of him, it was... himself?

"Holy shit… I really haven't looked in the mirror in a while." He chuckled to himself.

"Sir, this is not a joke!" Stardust's skin turned from white to purple as her wings were absorbed into her body. She shrunk down a bit before a purple horn came out from her forehead. Her blue hair turned black that had a flat cut with a violet and deep blue stripe going through her mane. She turned into Twilight.

"Wait…" Skystrike had a theory. "Act like Pinkie Pie. I may know whats wrong, or at least what's causing it."

Stardust gave him a confused look before doing so. "Hi! I like cakes and cupcakes and candy and muffins and…" She said while jumping up and down, only to stop when her coat turned pink and her mane and tail turned a deeper pink. Her mane and tail turned curly and puffy.

"Ok, now do Applejack."

"Why howdy darn doody! I'm Applejack and I love apples! Apple pie, apple fritters, apple juice, candied apples…" She once again stopped when her body took on the form of Applejack.

"Ok, so it looks like your looks change depending on who you act like, or you act like what you think of them. And i'm guessing you cant act like yourself, considering it's 9 a.m. and you had a lot of time to try." Skystrike sighed. "We should probably go to Twilight's. Probably has a book on it or something similar."

"Shouldn't we go to Zecora? She specializes in treating things like this?" Stardust thought aloud.

"Yeah, lets go after Twilight's. Considering we were in the Everfree, which is probably the cause of this, with them, I doubt you're the only one with this problem. I probably don't have any abnormalities because of this armor." He realized. "It covers everything."

"Well that's great for you, sir, but I can't go out like this!" Stardust said before she turned into Rarity. She looked at herself in horror before calming down.

"You can borrow my cape. It'll be big on you, so it can work as a cloak probably." He offered as he went to get his cape off the coat rack. He came back and threw it over Stardust. Sure enough, it covered her whole body, using part of it as a hood. Her sapphire blue eyes, due to her changing into Rarity, could be seen through the shadow covering her face and horn. She tugged on the cape, making it tighten around her.

"Thank you, sir."

"No problem. Now let's get going. I want to go before Naga wakes up. I love that basilisk but she is a piece of work." He laughed, only for it to be stopped my a quiet, echoing roar in the distance. "We gotta go."

* * *

Skystrike and Stardust walked in the library to see everypony else having the same problem as Stardust. Twilight's horn was floppy with blue spots, Pinkie's tongue was swollen with blue spots, Rainbow dash couldn't fly straight, Rarity's mane and coat were in long dreadlocks, Applejack was the size of a hoof and was riding on Applebloom's back, and each were saying it was a curse.

"It's a curse! A curse I tell ya!" Applejack said in a high pitched voice.

"But… Fluttershy, Skystrike and Stardust seems just fine!" Twilight pointed out.

"Yes, I don't see anything wrong with these three." Rarity agreed.

"Well, i'm wearing armor so-" Skystrike was cut off by Twilight.

"Your armor doesn't protect you from everything, Skystrike! Even if it is a curse!"

"Apparently it did if im not affected." He shrugged. "And this isn't a curse."

"But that still doesn't explain why Stardust and Fluttershy aren't having problems." Applejack said.

"Stardust, you wanna show them, or should I?" Skystrike looked at her from the corner of his eye.

Stardust let out a loud sigh before taking off the cape. Each of the ponies looked at her who currently looked like Skystrike. She readied herself before acting like one of the ponies in the room. "Oh boy, I sure do love books and magic! I'm so lucky to be the princess' student!" She said while puffing her chest out, before her coat and mane changed colors to match Twilights appearance.

Skystrike and Spike let out a loud 'pfffft' as everypony else eyed Stardust.

"I don't sound like that do I?" Twilight asked worried.

"So Fluttershy, were you affected by it too?" Skystrike asked, ignoring her question.

Fluttershy looked away from him.

"Is there something wrong with you?" A concerned Twilight asked. Fluttershy nodded, still looking away.

"Would you care to tell us?" Twilight tilted her head. Fluttershy shook hers.

Twilight raised an eyebrow. "So… you're not gonna tell us" Fluttershy nodded.

"Yes, you're not, or yes you will?" Fluttershy shook her head.

"Good gravy girl, what's wrong with you!?" Applejack shouted as she hopped over to her.

"...I dont wanna talk about it…" Fluttershy said in a deep manly voice.

Spike and Skystrike looked at each other before bursting out laughing. Skystrike couldn't even laugh anymore, as he leaned on the table wheezing loudly. "I... cant… fucking breathe!" He said in between his laughing. All the girls there were shooting daggers at him and Spike.

"Wait, wait, wait! Fluttershy, can you sing this for me?" SKystrike pulled out a sheet of paper and gave it her. She gave him an un amused look. "Please?" He pleaded with a wide grin on her face. She took the paper and looked over it. With a sigh, she began.

" _I see trees of green,_

 _Red roses to._

 _I see them bloom_

 _For me and you._

 _And i think to myself…_

 _What a wonderful world~"_

Skystrike stood silent for a moment before a long wheeze came out. He collapsed on the floor as his wheeze became a higher and higher pitch. "Oh my god, thank you!" He wheezed towards Fluttershy.

"This is hilarious!" Spike laughed. "Look at all of you! We got Hairity, Rainbow crash, Spitty pie, Apple tinnie, Flutterguy, and…" He stopped at Twilight. "Uh… I got nothing. It's Twilight Sparkle! Seriously, I can't even work with that. Stardust is out of the question.

"3 things, you're right with Stardust, I'd go with crab-applejack, And how about… Twilight Flopple?" Skystrike grinned. Spike put out his hand as the two shared a high five.

"Eheheh, this is no joke you two, now Spike, start looking for more books wo we can't find a cure!" Twilight fake laughed. Spike groaned as he walked toward the bookshelf.

Rainbow pulled herself out of the ladder that she got her head stuck in. "I think we'll find a cure for this curse at Zecora's!" Rainbow tried to fly in the air.

"It's not a curse!" Twilight said as Rainbow fell backwards.

"Ah agree with dash!" Applejack said as she hopped up on the table. "We'll go to Zecora's, and force her to remove this hex!"

"It's not a hex either!" Twilight shook her head. The others however cheered in agreement.

Skystrike saw Applebloom mumble something to herself before she began to walk out the library. He then was Applejack sneakily jump into her little sister's tail. Skystrike walked up next to Stardust. "Can you stay here and help out Spike? I'd let you come, but it's very easy to get lost in there." He whispered. Stardust saluted him, giving him the ok. "Thanks. I'll see you later."

* * *

Once outside of Ponyville, Applebloom started to run towards the Everfree forest. Just before the filly entered the forest, Skystrike saw Applebloom skid to a stop before Applejack popped out of her mane. He saw a brief argument go by before Applebloom left her tiny big sister on a tree branch over a large fall. Applebloom began to walk away as Applejack yelled in protest. After Applebloom was a safe distance away, Skystrike appeared across from the tiny pony.

"Well hello there." Skystrike said to the stranded mare.

"Skystrike! Thank goodness you're here! I need you're\\-" She started.

"Ironic, isn't it, AJ?" He looked at the mare.

"Huh?"

"This 'curse' that Zecora supposedly put on you shrunk you, the big sister, down in size. From what I've seen ant what your little sister experienced since Zecora got here, you've been treating her like she can't do anything for herself." He sighed. Applejack opened her mouth to protest, but she was cut off once again. "Remember yesterday, when you made up that story about her being scared stiff from Zecora? Or when you wouldn't even let her say Zecora's name? Or how about when you expect her to listen to everything you say?"

"I… I'm just tryin' ta protect her! Is that so wrong?"

"There's such thing as being to over protective, and I've learned that the hard way." He said as he showed her his scars on his side. "If she's able to make a decision by herself, then she also has to be prepared to take the responsibility. You haven't given her a chance to do that. SO. When she had the chance, and you weren't able to stop her like all the other times, she took it. Can you blame her?" He asked. Applejack looked down in defeat. "Dont worry, ill make sure she doesn't get hurt. The others are probably on their way here right now, so you won't have to wait long. After that, you can get back at me whatever way you want." He finished as he turned around. "And hopefully, I can get your sister to forgive you if you forgive her."

"Skystrike? Skystrike, get back here! This isn't over!" She shouted only for it to fall on deaf ears.

* * *

Although a little guilty of leaving Applejack in the state that she was, he kept going forward along the trail. It was a small dirt path leading towards the inner part of the forest. Lucky for him, the path was somewhat damp, letting him see the hoof steps of presumably Applebloom. There were another set of hoof prints belonging to an older pony, or most likely zebra. Knowing he was on the right track, he quickened his pace to get to his destination faster. After a few minutes, a small hut came into view few decorative masks and a doormat outside.

Skystrike walked up to and knocked on the door. The sound of footsteps could be heard coming towards the door. He backed up a bit as the door began to open. Skystrike made eye contact with Zecora before they shared a small hug.

"Of all the ponies to visit out of the blue, I was always hoping it would be you." Zecora spoke in rhymes.

"It's good to see you again to, Zecora. How have you been holding up?" He greeted as he broke the hug.

"I travelled to Ponyville, in hopes of finding you. I figured a chance to see eachother was long past due. Though the ponies that reside here in regard to me do not know what to do." She sighed.

"Sad to say, but it was nothing knew. Heh, that rhymed." Skystrike pointed out. "It was the same with me once I moved here a few months ago. I'm really sorry about them."

"No need to apologize, my friend. It has not been all bad, as I've only been inconvenienced a tad." She waved a hoof. "You should come in. I would like to ask as oh how you've been." She stepped to the side, allowing Skystrike to walk inside.

After closing the door behind him, he found Applebloom sitting on a stool next to a cauldron. Her eyes went wide as she realized he was there. "S-Skystrike! What are you doing here?"

"Just making sure you're ok, and no, I'm not taking you back. And good job for trying to find your own answers, despite what your sister said." He said as he looked around. "Nice place you got here, Zecora."

"I assume you know Applebloom, my friend?" Zecora asked.

"Not that well, actually. Today would be the second time we've met, though I know her sister somewhat well. First time I met Applejack was before I met you, all those years ago when I was at some camp. She's a good kid though." He answered.

"I could tell from talking to her. She reminds me of how you once were." She chuckled.

"Oh yeah, I know this is kind of early for me to be asking you favors, but we need your help." Skystrike realized.

"Yeah! Mah sister an' her friends got cursed or somethin'! They think that it was you!" Applebloom stood from her seat.

"A curse you say? And the effects took place today?" Zecora asked.

"Yeah! Ah came to fix it!" Applebloom answered before looking down. "It was mah fault anyway."

"Oh sweet little Applebloom, there was nothing you could do. You could do nothing to stop them from stepping in the leaves of blue." She reassured her.

"...Wuh?" Applebloom looked up confused.

"Remember yesterday, they stepped in some blue flowers, and Zecora said, 'The leaves of blue are not a joke'? That was her warning us of the plant called Poison joke." Skystrike explained. "It plays a joke on the receiver that relates to their personality, their physical body, or their mental state, though it's mostly physical."

"...so what yer sayin' is that it's their own fault?" Applebloom asked.

"Yup, but the effects don't go away on their own. That's the third reason why I came. Zecora, do you know how to cure it?" SKystrike turned towards the zebra.

"The cure is simple to brew, though my ingredients are few, and I cannot make do." Zecora said as she motioned to a shelf of missing ingredients.

"We can get those for ya!" Applebloom offered. "We'll help any way we can!"

"That is good to hear, young filly." She smiled as she walked towards her saddle bag. She pulled out a list with her mouth. "Some can be found here in the forest. My hope is you can get it done quickly." She spoke through her teeth as Applebloom took the list. Zecora then put her saddle bag on the filly.

"Sure thing, Zecora. We'll see you faster than you can finish a sentence without rhyming." He joked.

"You want to make that a bet? Then the deal is set!" She declared, only to realize that she rhymed a few seconds later.

* * *

After walking in the forest for a few minutes and finding some of their ingredients, Applebloom got more talkative with Skystrike, enjoying his company, as he was hers. While walking, she saw this as some sort of adventure. Of course, Skystrike was there to make sure she wasn't doing anything dangerous. She had already almost walked into poison ivy thinking it was an ingredient they needed. After that, Skystrike started walking in front to ensure her safety. This action, however just annoyed Applebloom.

"Skystrike! I'm not a lil' kid! I can watch our fer myself!" She said as she tried to walk in front.

"I know you aren't, but you aren't big enough to look out for yourself." He looked back at her.

"Yes I am! Ah was able ta get to Zecora's house all by myself!" She said proudly.

"Sorry to break your bubble, but you were able to get to her house so easily because of the repellent she lined the path with. I'm just looking out for you, kiddo." He pointed a hoof at her while he spoke.

"All you've done while we were here was look out for me. You don't let me do anything at all! Its like you don't even care about me. You're just like Applejack!" She whined.

Skystrike stopped walking. Applebloom, not expecting this, almost fell forward. Skystrike turned around and looked her dead in the eye. "Don't you dare say that. Older siblings always watch out for their younger ones. Applejack does that, Big Mac does that, and i'm doing that right now. I'll admit, I am kind of babying you, but this is for your safety and both my and Applejack's peace of mind." He stared at her. "Don't ever say something like that again, alright?"

Applebloom stood silent for a moment, taking in what he said. "...A-alright. I'm sorry."

"Don't worry about it, Applebloom. You aren't out of it yet, anyway. We still gotta deal with your sister."

"We?" Applebloom was confused.

"I… may have left your sister on that branch you left her on." He admitted. "So we've got each others back I guess."

Applebloom let out a chuckle in agreement. "Ah guess yer right."

"Alright. Now we should get back to Zecora's place. With any luck, we can get there before Twilight and the others. That being said, ever flown through the skies?"

"No?"

"You wanna?"

"...Yes?" She answered slowly.

Skystrike crouched down. "Hop on and we'll be off. I also doubt we have much time." Applebloom hopped on his back and wrapped her front hooves around his neck. "Hold on tight. I'll start of slow." He stood up, and with with a heavy flap of his wings, he took of into the sky. After a few seconds passed, the two were flying above the everfree.

"Wow…" Appleblow awed at the sight as she looked over the land they were flying over. "You can see everythin' from up here."

"It is nice, isn't it? It's a shame I don't fly often." He agreed.

"Can we stay up here for a little while? Please?" She pleaded.

"Sure. Its pretty peaceful, and nothing seems wrong, so i'll fly slow." He said as he slowed his pace.

* * *

After a quite peaceful flight, the two lander a walk away from Zecora's hut. As Skystrike crouched down to let Applebloom hop off, he noticed the front door to Zecora's hut was wide open, and he could hear faint yelling coming from inside.

"Fuck!" He screamed. Internally that is. From the sounds of it, Twilight and the others were obviously there, but he couldn't make out what they were saying.

"Well what're you waitin' for, Skystrike? Lets go!" Applebloom said as she began running towards Zecora's hut. Skystrike jogged behind her, letting out a sigh in mild annoyance. They slowed to a walk as she entered the doorway.

"Zecora, I think we've found all the things you asked for." Applebloom stopped herself mid sentence as she and Skystrike looked around the trashed room. The cauldron was flipped over, some of her bottles were broken, and there were dropped ingredients everywhere. "What in Ponyville is going on here!?"

Applejack let out a gasp as she stopped wrestling Zecora's ear. "Applebloom! You're ok!"

"Why wouldn't ah be?" Applebloom asked in confusion.

Twilight quickly jumped in front of Applebloom in defense. "Because Zecora's an evil enchantress who cursed us and was gonna cook you into soup!"

A moment of silence went by as Twilight stared daggers at Zecora. Zecora looked at her, then at Applebloom, then at Skystrike. She and Applebloom both cracked a grin before bursting out laughing. Skystrike was working on calming himself down.

"Oh Twilight! Did those silly fillies finally get in yer head? You know there's no such thing as a curse?" Applebloom giggled.

"Scuse me for a moment." Skystrike said as he walked out the door and closed it behind him. A loud yell in annoyance could be heard from the other side of the door before he came back inside as if nothing happened. "Imma just stop explaining thing to you ponies if you don't stop to think." He thought aloud. "God damn, the irony of all this."

"Applebloom, sweetie, you can't just stand there and tell me this isn't a curse!" Twilight motioned to the other four, save for Applejack, standing next to her.

"This isn't a curse!" Applebloom walked past the mares and stood by Zecora.

"If you remember back, the words I spoke were quite exact." Zecora said as she agreed with the filly.

"It was a warning! About that blue plant! It's called poison joke." Applebloom clarified.

"That plant is much like poison oak, but its results are like a joke!" Zecora rhymed

"What in the hay does that mean?" Applejack asked as she came out from behind Zecora's mane.

"It means this plant does not breed wrath, this plant just wants a laugh."

"...Will somepony _please_ talk normal?" Applejack looked to the other ponies

" **When you ran in to save the kid, you walked right into the poison joke. The problems you blamed Zecora on are just effects of the plant you walked into. Both Skystrike and I noticed it had some relation to how you act or what you do. Fluttershy talks quiet, so she got a deep voice. Pinkie talks too much, so her tongue swelled up in hopes to keep her quiet, but that failed. Rarity works on her looks, so it made her look like a walking mop. Rainbow Dash takes pride in her flying, so it made her fly like a newborn filly. Applejack thinks she's all big, so it quite literally shrunk her down some sizes. Twilight relies way too much on her magic, so it made her magic unusable. Make sense?"** Echo said, finally speaking after a long while.

"Mop?" "Filly" "Pthbt?" Each pony said respectively to the roast Eco dished out.

"...Echo, you're kind of a dick." Skystrike chuckled.

" **You know I'm right though."** Echo replied as Skystrike chuckled more in agreement.

"But what about the cauldron?" Rainbow asked.

"And the chanting?" Fluttershy asked in her deep voice.

"And the creepy decor?" Rarity asked through her hair.

"Treasures! Of the native land where i'm from!" Zecora answered as she looked at the mask Rarity was referring to. "This one speaks 'hello', and this one, 'welcome.' She said showing a light blue and green and a green, blue, and orange one respectively.

"Not welcoming at all, if you asked me." Rarity looked at a rather discomforting mask one would have trouble describing to say the least.

"The words I spoke are from olden times. Something you would call a nursery rhyme." Zecora explained.

"But… the cauldron… the Applebloom soup?" Twilight asked, wanting her final question answered.

"Lookie here, Twilight, that pot o' water wasn't for me, it was fer all these herbal ingredients!" Applebloom motioned to her bag next to a open book. "The cure fer poison joke is a simple natural remedy. Ya just gotta take a bubble bath!" Applebloom finished as she lifted up her sister in her hoof.

"You know, I kinda do feel like a bubble bath now…" Skystrike hummed to himself.

"But I tried to find a cure in all my books and couldn't find anything! What book has this natural remedy?" She asked.

Zecora flipped the book close, letting Twilight see the cover. "Here is the book, you see? Sad that you lack it in your library."

Twilight looked at the book in confusion, realization, then regret. "Actually, I do have this book, but I didn't look inside because the title was so… weird." Zecora opened the book again to let the unicorn see the inside cover. "Super naturals: natural remedies and cures for all that is simply super." She read.

"I… I'm so sorry Zecora, I had the answer the whole time, if only I bothered to look inside." Twilight looked away in guilt.

Zecora chuckled, accepting her apology. "Maybe next time, you should take a second look, and not judge the cover of the book."

Applebloom and Skystrike giggled. Something about how Zecora speaks in rhymes seems funny for some reason.

"Zecora, would you be kind enough to make another batch of the herbal bath?" Twilight asked.

"Mix it up, I certainly will, but I am missing an herb from Ponyville." Zecora explained.

"Whenever Zecora comes to town, all the shops are mysteriously closed." Applebloom said.

"Oh. Well, I think we can help you with that." Twilight smiled at her.

"But before that, Skystrike, c'mere!" Applejack said from atop her sisters head.

Skystrike knew what was going on. "Take of yer helmet!" She said. He did so, letting her and the other ponies see his wide grin. She pulled out a blue flower from behind her and smacked it against his nose. Surprisingly, it seemed nothing happened.

"Was that the leaves of blue?" Zecora asked wide eyed.

"Yep." Applejack said proudly.

Zecora's eyes went widder as her fears were worsened. "Pony, you know not what you do!"

"Huh?" Applejack backed away a little in confusion.

" **This isn't the first time Skystrike suffered from poison joke. As Skystrike keeps mostly to himself, and poison joke does pretty much the opposite, every thought that enters his mind, he's forced to say it."** Echo sighed.

"That doesn't sound that bad." Fluttershy said as she let out a sigh of relief, thinking it was something serious.

"Fluttershy I need you to do something for me!" Skystrike exclaimed suddenly.

Fluttershy almost instantly regretted what she said. "Oh no…"

"Every time I point to you, can you say, 'doh doh doh doh' just like i did?"

"That doesn't sound too bad…" She had no idea at all what he was planning. "Ok."

" _I told the witch doctor I was in love with you!"_ Skystrike said as he pointed toward Fluttershy. Everypony's eyes went wide as they realized the song.

" _Doh doh doh doh."_ Fluttershy said reluctantly.

" _I told the witch doctor I was in love with you!"_ He pointed again.

" _Doh doh doh doh."_

" _I told the witch doctor I was in love with you!"_ He pointed again.

" _Doh doh doh doh."_

" _And then the witch doctor, he told me what to do he told me Oh Eh, Oh ah ah! Ting Tang! Wala wala bing bang! Oh Eh, Oh ah ah! Ting Tang! Wala wala bing bang! Oh Eh, Oh ah ah! Ting Tang! Wala wala bing bang!"_

Pinkie suddenly pulled a saxophone out of nowhere and belted out the saxophone solo as everypony both inwardly and outwardly groaned.

* * *

After what felt like a long walk out of the everfree forest, the group started on their way back towards Ponyville. Skystrike's thoughts have not stopped at all from then.

"Is sand called sand because it's between the sea and the land?" He said as he kept walking. Everypony groaned once again.

"It's been twenty minutes! How is his voice not tired yet!?" Rainbow Dash asked from behind her anger.

"I asked myself that long ago, but its best for yourself you do not know." Zecora sighed.

"Wait… we can use this…" Rarity thought aloud. "If we ask him a question, he can only think of the actual answer first!" Once everypony realized what that meant, the questions started coming.

"What's the most embarrassing you've done?" Rainbow Dash immediately asked.

Everypony's ears perked up at this. "I stuck into Celestia's chambers while I lived in canterlot. There were alot of magic locks and detectors I had to bypass, but when I got by, all I found was a cardboard box under her bed." He chuckled. "And lemme tell you, Celestia is KINKY." He shouted. "Like Damn! You know what i'm saying? She had a full on 210 page BOOK in 12-point font!."

Pinkie, Rainbow Dash, and Applejack burst out laughing. Applebloom had a look of confusion, being too young to really understand. Rarity and Fluttershy had deep blushes on their faces. Twilight had a look of arousal and hunger. Zecora face hoofed.

"Oh, oh!" Pinkie hopped. "What do you do in your free time?" Pinkie tried to speak through her tongue.

"I try to brew potions, train, send letters, write my autobiography, and polish my blades and armor. YOOO, when you clean your vacuum cleaner, you become the vacuum cleaner!"

The ponies groaned again. Suddenly, Skystrike had another thought. "Guys… clothes are just full body condoms."

"Sweet Celestia, we're finally here!" Twilight shouted in annoyance. "Skystrike, can you _try_ not to think?" Skystrike looked at her.

"If I could I would! I'll try my best though!" He said plainly

As the group started to enter town, the ponies immediately took notice to the. After noticing Zecora was walking with them, they began to panic and run inside their houses out of fear.

"I feel like I've seen this scene before." He said to himself.

Twilight walked up to a flower shop and knocked on the door. Daisy poked her head out from the crack in the door she opened. "Daisy, we need to talk."

* * *

Skystrike waited outside the spa for his turn in the tub. His armor was already off in preparation, save for his helmet. After quickly getting Stardust and explaining what happened to himself, Stardust laughed at nearly everything he said on his walk to the spa. As he waited, his thoughts didn't stop.

"Skystrike, you know we won't mind if you come in here with us, right?" Twilight said through the closed door.

"But it's kinda weird, isn't it? I've read too many romance novels to know where that'll go!" He said back. "That last part was supposed to my my personal thought." He clarified as he heard snickers through the door.

"We're under water! You won't see anything!"

"Maybe so, but for all I know, that water is clear!" He yelled back. "Now, Imma continue my thoughts in safety!"

A moment of silence went by before he continued with his thoughts. "If I stay a virgin until 30, will I be able to use magic?" He thought aloud.

The sound of splashing water and wet hoof steps could be heard coming towards him. He turned his head to see Zecora and Rainbow Dash standing behind him.

"We don't want to hear your thoughts anymore, Skystrike." Rainbow growled as he grabbed him by the front hooves and began to drag him into the tub.

"I agree, we can only deal with you to a certain degree!" Zecora pushed him from behind.

Skystrike was thrown into the tub with a loud splash, despite this protest. He stayed underwater for a few seconds. He quickly stuck his upper body above the water, letting the mares see his toned muscles.

"...Nice…" Rarity spoke quietly.

"And now i'm not the only one having trouble keeping my thoughts to myself!" He laughed. "But hey, this is nice. Like, really nice. You know what, I might get a membership." Skystrike looked behind him to see Stardust on the stairs leading up to the bath.

"Stardust, you gonna get in?" He asked.

"Oh! Uh, yes!" She said, momentarily turning into Fluttershy before quickly diving into the pool. There was a moment that passed when she didnt come up from the water. Skystrike looked where she dived to see a dark black protrusion poke out from the water. It went back under the water before Stardust came up, taking a deep breath. Skystrike looked around to see if the others noticed if they saw it. From the looks of it, they were all preoccupied talking with each other. Skystrike let out a sigh of relief.

"So, Stardust, you want a membership? I might get one." Skystrike asked.

"Yes sir!" She answered as if nothing happened.

"Oh yeah, Applejack, i'm guessing that makes us even now, huh?"

"You betcha!" She laughed from the bucket she was sitting in, as everypony joined in.


	11. Chapter 11

**Disclaimer: I do not own mlp, nor any of the music I use in this chapter.**

* * *

It was tuesday in the early morning. Due to this being the first day of Stardust's and Spike's training, Stardust was excited to say the least. Twilight agreed to bring by Spike, as well as some others, who he assumed would be the other mares. Skystrike invited Zecora to watch and join in if she wanted, which she happily accepted. After a breakfast of eggs, hay bacon, and pancakes, Skystrike and Stardust walked outside.

Walking towards his field next to the Everfree, he found everypony he was and wasn't expecting. Twilight, Pinkie, Rainbow, Applejack, Fluttershy, Rarity, and Spike were there, Spike having his armor and weapon equipped. Zecora was there as well, having her brown cloak on, but the hood off. There were a group of ponies he wasn't expecting, but his main focus were on the two alicorns guarded by eight royal guardsmen holding spears.

"Hey everypony. I'm guessing the princesses were the ones you referred to as others, Twilight?" Skystrike asked. Twilight avoided eye contact, giving him the answer he needed. "Alright. I don't really have anywhere for you to sit, so let me call Naga."

"Who's Naga?" Celestia asked.

"Oh, she's my lizard companion I met on my travels. I think you'll like her. Let me call her." He said as he walked to an open area of the field. He crouched down, getting lower to the ground, and tapped the ground twice in a rhythmic pattern. After a few seconds of confusion from the princess', the ground began to rumble. A mound of dirt could be seen coming out from the Everfree forest. It stopped right behind him before the mound of dirt was found in all directions an Naga jumped out of the hole. Celestia, Luna, and all of their guard had looks of fear on their faces. All the guards instantly ran in front of their princess' and pointed their spears at the basilisk.

"Defend the princess' at all cost, men!" A unicorn guard said as he tried to shake off his fear.

"Hey, I'd put your weapons down. She's actually pretty friendly." He assured them as he looked over at Naga. The end of her tail was wrapped around a large barrel full of coffee. She took a sip of it, not even paying attention to the ponies in front of her.

"Nebula, you're telling me you've tamed this beast? An Earth basilisk?" Celestia asked, wide eyed.

"Yeah? I figured Stardust told you in her reports?"

"Actually, sir, I turn in my reports every monday. The letter that talks About Naga would have reached her this afternoon." Stardust clarified.

"Anyway, isn't Naga too dangerous to be so close to Ponyville?" Celestia questioned.

"Arent you and Luna dangerous to be so close to anypony do to how much magical power you two have?" He looked her dead in the eye.

"Well that's different. We can control out magic with ease." She justified herself and her sister.

"Naga, make yourself small enough to fit around my hoof." Skystrike demanded, trying to prove a point. Naga let out a hiss/sigh as her body turned into a black and gold sand. The sand started to lose form and began burrowing into the ground under where she once was. After all the sand went into the ground, a miniature form of Naga, about three feel long, emerged and wrapped herself around Skystrike hoof.

"I taught her at control her magic as a hatchling. It's easier to take her larger form because it's her natural form. So, and more questions, or can I get started?"

"...Can we pet her?" Luna asked. Naga responded by jumping off of Skystrikes arm and started to slither over to Luna The princess put out a hoof as Naga slithered up her and nuzzled her.

Skystrike fell to the ground and clutched his chest. "My heart… to cute…" He joked, making the others let out a chuckle.

"Anyway, Naga, do you mind making some benches for us? We're about to start training, so you can join in too." He asked his companion.

Naga jumped off of Luna's fore leg and slithered over to where Skystrike was standing next to the battlefield that was made last week. Returned to her original giant form before slapping the ground with her tail, a few stone bleachers. Naga dove into the ground next to the bleachers, only to come back up, her head sticking out of the ground. The other ponies took seats on the bleachers

"Aight, Spike, Stardust, let's get started. Take out your weapons."

Spike pressed a button on his briefcase and turned it into a scythe and held it diagonal in both hands. Stardust unsheathed her rapier and held it to her side.

"So, i'm going to explain briefly about the types of physical damage weapons can do. Basically, they can be dumbed down into 3 categories. The three categories are slash, impact, and peirce. Stardust's rapier has high piercing and slash, but low impact. Spike's scythe had medium slash, peirce, and impact. My swords have high slash, medium impact, and medium peirce. Every weapon, with the exception on weapons like hammers have some balance of these three categories. Makes sense so far?"

"Yes." They both said at the same time.

"Alright. Now for what factors into the damage done." He said as he pulled out a chalkboard from his saddlebag. He quickly set it up and drew a sword with a white line following the tip.

"Slash has depth. Depth is how deep the cut is which depends on strength, which causes a bleeding effect, lowering your enemy's strength, and stamina, though you'll rarely give a deep enough cut where it's noticeable against a well trained enemy."

He drew a picture of a sword stabbing through an object. "Pierce has three factors, both of which affect the piercing power. The velocity of your weapon increases the impact of your attack. The angle of the tip of your blade is the factor that turns your impact into piercing damage. Finally, there's the defence of your enemy." He drew a shield with his chalk. "If the enemy has armor like me, there's no real way to damage them with piercing, unless you aim for the spots between the armor, which most of the time are guarded by chainmail. It's better to aim for the least defended places for the most damage.

He drew a picture of a hammer shattering an object it pieces. "The last one, impact, also includes velocity, as well as knockback towards both you and your opponent. If you hit them with the blunt of your weapon, you can cause enough impact to knock them unconscious. If your enemy shields your attack, all that force in that swing will knockback towards you, leaving you open."

"So which one is better?" Spike raised his claw.

"Good question. Overall, id say it's impact, because it breaks bones hella fast, but it depends on the situation. For example, if your opponent was heavily armored like me, impact would work the best. For thin armor, it'd be peirce, and for magic, it'd be slash, because you can cut right through it." He answered simply. "Now, there's two thing left before we officially start this training."

The two trainees nodded as the watchers listened closely. "At any point, the training may seem meaningless, hopeless, or anything else, you must push through it, am I clear?"

"Yes sir!" The two said.

"Alright, now, I'm going to give both of you a two choices of six items. Both of you have to chose one. I will not give you a description of these items, so go with your gut." Skystrike said, getting confused looks from Spike, Stardust, and everypony else there.

Stardust pulled out the 6 said items. A glowing yellow triangular prism, a grey bracelet with a diamond in it, a pair of hoof guards, some glowing red marbles, a small blue gemstone, and a set of red and black throwing daggers.

After looking over the items carefully, not sure which to pick, Stardust took the grey bracelet and the gemstone, while Spike took the prism and the throwing daggers.

"Good choices, don't lose them, they're super important. Ok, so, equip your items." Skystrike nodded.

Stardust put on her bracelet, while Spike tightened the leather straps of his throwing knives on his waist. They were stuck with the last items however.

"Ok, Stardust, touch the gemstone with your rapier." Skystrike said as Stardust followed. As she touched the objects together, the blue gemstone was absorbed by the rapier, making the blade and hilt turn blue, the hilt having a wave like pattern. Stardust rose her sword to the sun and looked at it in awe, slowly turning the blade.

"Now Spike, put the prism at the end of your staff." Spike turned his scythe into a staff. He put the prism near the spiked ind of the staff, and as he put it closer, the staff automatically pulled the triangular prism toward the staff, locking it in place in the middle of the spikes as the prism slowly turned.

"What just happened?" Spike asked as he looked at his staff.

"You two just evfused your weapons with magical items and equipped magical items onto yourself."

Twilight stood up from her seat. "You gave Spike magical items!? Is that even safe!?"

"Yes it's completely safe, giving magical items to ponies, what do you think!?" Skystrike yelled back sarcastically. "Anyway, I was about to explain your items. I'll start with you, Spike. That prism, I call it 'bright prism' and it focuses the suns rays onto a high power, concentrated beam. Downside is, it's weaker when not in the light of the sun. You also choose the item 'vampire knives', which are completely magical, so as long as you still have magic, you can keep throwing them. It takes the life force of any living being it hits and adds it to your own."

He turned to Stardust. "Now, that blue gemstone was an water sapphire. It gives you control over the water element, but more specifically, the blade. That bracelet it's the weakest version I have of a ward spell, with a special twist. As you get stronger, the bracelet grows stronger with it."

He walked away from them, and turned around after he was a few feet away. "As both of you get stronger, your weapons will in turn. That's why your weapons feel so light, because they're some of the lowest levels."

"...So why didn't we start at the first level, sir? I understand why I didn't, but what about Spike?" Stardust asked.

"Well, you are in the royal guard, so you have some idea of how to use weapons. Spike, despite being a baby, still is a dragon, and still knows how to somewhat fight due to his natural instinct." He explained. "Now, any questions from the peanut gallery?" He looked over to see Naga sleeping, and three ponies raising their hooves.

He pointed to Celestia holding up her hoof. "Where did you find these magic items?"

"Most of them, not in Equestria. The only two I did find in Equestria was the bright prism. The story behind it is that there was a crazy cult for Celestia a few years back up near the frozen north that was trying to use the prism to bring about a prophecy that the land will reside under eternal sun. The prism, which was apparently was a prototype, was going to be sent to the sun, multiplying its intensity hundreds of times over. The vampire knives, I got after slaying a vampiric dire spider. The water sapphire was a gift from a tribe from Saddle arabia as a parting gift. The bracelet was a project me and the unicorn of 'all' worked on." He reminisced. "All of them are fairly strong, but with their levels now, it'd be like taking away a cup of water from a lake from somepony like you."

He pointed to Rainbow Dash, "What do you exactly _do_ you train for?"

"Alright, good question. First off, it's bonding time. Second, it keeps you in good shape. Finally, on the off chance that some beast like the Ursa Minor or something of the sort happens again, somepony besides me has to step in. I won't be here all the time."

He pointed to Luna, holding her hoof up. "We hope we can join thee in thy training. We do need to get back in shape."

"Sure, but it's gonna be hard. Otherwise, come on over." He wave her over.

Luna stood up and flew over towards the three, ignoring the glare that Celestia was giving both Skystrike and her sister a glare. Luna instead smiled at Skystrike, Stardust, and Spike.

"Oh yeah, Luna, take this," Skystrike took one of his sheathed swords at his side and handed it to Luna. She caught it with her magic, but the sword fell a few inches as she held it. "Heavy, right? I can give you a different sword. Oh, and you have to hold it with your hooves of you wont get a good work out.

Luna did so, finding it even heavier. "We would like a lighter sword, if thou wouldn't mind."

"Aight, have you used weapons before?"

"We have used a sword."

Luna handed Skystrike his sword back. He replaced it by his waist before reaching into his bag. He moves his hoof around in the bag before pulling out a silver katana. He gave it a few swings before pointing the hilt of it at Luna. She took it and eyed it for a moment.

"Alright, first, we're gonna work on your stances. Your stance has to be firm, but malleable. It also needs to cover any openings that you'd have. Just make up one for now."

Spike held his staff diagonally in front of him, gripping it tight. Stardust held her rapier straight in front of her and spread her legs a bit apart, crouching lower to the ground. Luna held her katana straight up, widening her stance as well.

"Alright, your stances are good for the most part. Spike, widen your stance and turn it into a front stance." Spike did so.

"Alright, let's start with something simple. Swing your weapon twenty times. I'll be joining you, of course." Skystrike said as he drew his sword. "Remember, don't let your weapon carry you. You must have complete control over it. You may begin."

The four of them began swinging their weapons. Spike, obviously a newbie, was having trouble swinging his scythe, loosing his balance occasionally. Stardust, not used to rapiers, was able to swing it well, though was not used to how short it was compared to the standard issue spears. Luna was swinging it at a faster rate than the last two, but was not used to swinging it in her hoof. She had to get back to her fighting stance from time to time. Skystrike, obviously having prior experience, was able to finish his quickly, making sure to keep his hooves in check and his swings straight each time. Skystrike finished first, then Stardust, then Luna, then Spike.

"Alright. Pretty good for your first day." Skystrike looked back at them to see them all slightly gasping for breath, Spike raising his claw. "Yes, Spike?"

"Aren't you going to show us like, certain types of styles? Something like yours?"

"I could, but it would be counter productive in the long run. Think of it this way. If you're taught a certain style that other ponies may know, you have a chance of being countered easily. That's why I'm self taught. It only makes your opponent go off of the standard teachings to dodge or block attacks they cant counter. I'd think it's best to figure out how you fight best."

Spike nodded as they continued their training. "Now for our next part, we're going to work on actual combat. After all, the best way to learn how to fight is through actual fighting." Skystrike said.

"Absolutely not!" Twilight and Celestia both said in sync.

"Why not?"

"Spike is gonna get hurt of course!" Twilight glared.

"I have to agree with Twilight on this darling, I know princess Luna can take care of herself, but 'd hate to see Spike get hurt." Rarity added.

" 'Spike is gonna get hurt of course!' " Skystrike copied Twilight. "Of course he's gonna get hurt! That's like going to the pool and complaining you're gonna get wet." He said, looking at Twilight like she was stupid. "Besides, Spike is the one you should be the least worried about."

"And why is that!?" Twilight said, still yelling.

"Um.. actually Twilight… dragon scales are very strong." Fluttershy explained.

"And before you ask how strong, Spike's scales can take steel spear to the gut and bend the metal. When he's full grown, he can be hit by a train and be fine." Skystrike added. "So Celestia, what's your problem?"

"I'd rather not have my sister come back to Canterlot with scars."

"That's why we have the medic here. Me and Zecora spent two hours this morning making potions of vigorous healing. Speaking of, Zecora, you wanna come spar or at another time?"

"Another time perhaps." Zecora answered.

"Aight. So, Stardust, Spike, you'll be sparing against each other without using your gear I gave you. Luna, you'll be sparing with me."

"We are not complaining, but does it have to be with you? Despite you winning against Magnus due to your armor and weaponry, We would think we'd have a disadvantage against thou."

"...What do you mean, due to my armor and weaponry?" Skystrike looked at her, obviously taking insult to her words.

"Well, your armor stops magic, while your swords store magic. Thou can't deny that thou's arsenal caused thee to win." Luna explained.

"You know, what, trying not to get mad, so tell you what. I wont wear my armor, save for my helmet for obvious reasons, and one more thing." He opened his saddlebag. "Any item you pull out of my bag, I'll use as a weapon, unless you'd prefer me to fight you bare hoofed."

"...Very well. We shall take your kindness and not let this victory go to waste." She quipped, obviously cocky. Skystrike gave her a look like she was the dumbest pony ever. She reached into his bag and rummaged around for a few seconds. Finally, she pulled out a large paint brush. She, Stardust, Spike, Celestia, and everypony else save for Zecora let out different levels of laughs. Skystrike had on his best poker face.

"Alright. Give me a minute… Can't have a good fight without music. " Skystrike pulled out a boombox from his bag.

"You ready?" Skystrike looked her straight in her eyes.

"We should be asking though that." Luna responded.

They both walked to opposite sides of the circular arena before facing each other. Skystrike took his armor, throwing it on the ground with a loud thud. After revealing his trained and toned body, each of the ponies and dragon winced as they saw his scars. Scars however, shows his experience.

"Magic is allowed, flight is not allowed, the winner is decided when your opponent is either out of bounds or cannot continue. Stardust, give us a count down and press the play button." Skystrike ordered.

"Yes sir! Three… Two… One… Begin!" Stardust said as she pressed the play button, a battle theme began playing.

They both stood still, waiting for the other to make a move. They began to walk clockwise around the arena, keeping eye contact.

"I'd think it's safe to assume that Luna has won." Celestia chuckled.

"You're right as always, princess!" One of the guards laughed. "It seems Nebula's overconfidence finally bit him in the flank!"

"I would say the same for your princess. You all are underestimating our leader is my guess." Zecora snickered

"Oh come on, Zecora! What can he do with a paintbrush of all things? I swear, you're a joker!" Rainbow Dash laughed.

"If I've learned anything during our travels, the hidden potential every item has, he can unravel."

Once the ponies got back to focusing on the battle in front of them, the two stopped circling each other. Luna took the initiative and dashed forward, her katana going straight for his chest. Faster than she could realize, Skystrike quickly ran to the other side of the arena before she could stop running forward. Skystrike pulled back his right hoof, tightening his grip around the brush. The tip of the paintbrush turned orange, and as he thrusted his forehoof towards Luna, a line of paint came out, hitting Luna straight in the chest. She slid back a few feet and staggered a bit. Everypony's jaw dropped at the sight, obviously underestimating him. Skystrike grinned at their expressions, especially Luna's. After regaining herself, Luna started to take the fight seriously.

Luna came up to Skystrike quickly with an overhead swing. Skystrike blocked it with the handle of the brush. Luna fired a blast of magic point blank, sending Skystrike back a few feet, still standing on his hooves. Luna fired some blast of magic again at him. Skystrike swung his brush again, large blobs of blue paint coming out and intercepting the magic attacks. He swung his brush horizontally, a wave of green paing flying towards Luna. She jumped over it, unintentionally leaving herself open for Skystrike running up to her. He grabbed the princess out of the air before slamming her into the ground, knocking the wind out of her. He grabbed her by her back legs and swung her around, building up speed before throwing her into the air. He swung his brush again at her, a purple wave of paint going towards her. Luna teleported to dodge it, and appeared behind Skystrike.

Trying to slash him on his side, Luna's attack landed in the ground due to Skystrike Sliding forward, twisting his body around to land a green slash on Luna once again. Luna fired a flurry of magic missiles at him. Skystrike sidestepped to dodge, only to realize that they were tracking him. Luna, thinking she had him on the ropes, began to fire more magic at him, trying to block his path. He started running towards Luna, dodging all attacks from the alicorn. In the middle of charging a spell, she wasn't able to dodge Skystrikes attack. He pulled back his hoof once again, before hitting her with orange paint once again. She blocked the paint with a barrier, though wasn't able to see past the paint. Skystrike dashed through the spear, it shattering in a show of blue light.

Skystrike, much to Luna's surprise, ran right past Luna before quickly turning around and striking her with orange paint once again. Stunned from his attack, there was no way she could dodge her magic missiles coming straight at her. After falling on her back, Skystrike put his hoof on her, holding her down with the paintbrush facing her neck.

"I think that's game." Skystrike said, getting back to his normal tone of voice.

"...Does thou mind removing thous hoof? Our position is… uncomfortable." Luna blushed.

A look of confusion was seen on his face before he processed their position, Luna being in the pony version of the 'take me position', her marehood open for him to see.

"Oh.. oh shit!" Skystrike realized as he quickly backed up. "Oh, man, Celestia is gonna kill me." He chuckled to himself, Luna joining in on it. He ignored Celestia giving him a glare that could send him to the moon.

"Oh, and before I forget, take this." He pulled out a small red vial from his bag. "Health potion for ya."

Luna took it and drank it. Her wounds disappeared in a dim green light, though the paint in her fur was still apparent. "We'll have to take a bath later."

"Yeah, that's my b. Now, I know you'll have some questions, so ask away." Skystrike said.

"How was thou able to do all of that with a paintbrush?" Luna asked.

"Pretty simple actually. The paintbrush itself is a magic item, able to hold a seemingly infinite amount of paint. If one can poor magic into it, they are able to paint beings to fight for them, but I can't do that, so I used the paint like water."

"How did you get out without any damage? I saw you take a hit point blank!" Spike exclaimed.

"Oh, that was just part of my plan to get into Luna's head." He told Spike, only to get a look of confusion from him. "Ok, you see, battles are just a battle of the mind. If you can trick the mind, you have the best chance of winning. When Luna fired the attack, it didn't do anything to me, because her magic has no magic to react with to do damage towards me." He explained as he turned towards Luna. "When I slid back, you thought it damaged me, which led to the battle I planned out. I dodged the magic attacks to fool you more. When you thought magic worked on me, I used that to my advantage, making you waste energy and leave yourself open much more than if you knew magic had no effect."

He chuckled to himself a little. "That's why I didn't correct you when you said my armor stops magic. Makes sense?"

"... We can't believe thou thought that far ahead. It is very impressive. No hard feelings about what we spoke?" Luna asked.

"Of course not. I don't like to hold grudges." He waved it off

Skystrike looked out of the corner of his eye to see an earth pony royal guardsmen raising his hoof. "How were you able to move so fast?" The pony asked.

"Not afraid to ask questions and doesn't talk smack about me while im right here? I like you. What's your name?" Skystrike pointed at the stallion.

"Sturdy Shield!"

"NIce question, Sturdy Shield! And for your answer, my armor weighs as much as I do, so my speed essentially doubled when I took my armor off. And just because I like you, take this" He pulled out a black shield with decorative gold markings on it. He threw it over towards Sturdy Shield, who caught it before looking at the shield.

His jaw dropped. "This… this is made of ebony! Is this really ok!?"

"Yeah, I got more. Besides, that'll defend you better than that gold armor of yours." He assured him.

"Well I have to pay you back in some way! This is too much!"

"Well, I do need more guy friends… There's only like 6 guys in Ponyville including me. Just come by and visit when you're in the area and that's payment enough. Anyway Stardust, Spike, you ready?"

"Yes sir!" They both said.

"Same rules am Luna's and my duel. The equipment you have can be used. You can forfeit at anytime, if that wasn't obvious already." He said as he walked over to the boombox, while Spike and Stardust walked to the opposite sides of the arena. "Ready… Begin!" He said as a different battle theme began to play.

Spike turned his staff into a scythe and dashed towards Stardust, bringing it overhead and swinging it downwards, Stardust narrowly dodging it. Stardust slashed at Spike, the dragon flinching before instinctively blocking with the staff of his scythe. Stardust jumped backwards, gaining distance from her opponent.

Spike turned his scythe back into a staff before using it as a pole vault and landing a kick on Stardust's head, jumping back as he landed the hit. Spike then spun around before hitting her in the side with the staff. Stardust however, held her ground and grabbed his staff before swinging it, flinging Spike away. Spike landed on the ground some feet away. Realizing he lost his main weapon, Spike grabbed some of his vampire knives and threw them at the mare.

A few of the knife's hit, though most missed. As soon as the knife's hit, they dissolve into red mist and went back towards Spike, going into his chest. He felt a burst of strength and stamina go through him. He ran towards Stardust before curling into a ball, tackling her. The force of the impact made the mare drop his scythe and fall backwards. Before Stardust could get up, Spike grabbed his Scythe with his tail before throwing it over to his arms and holding the blade at Stardust's neck.

"And that's game! Spike wins!" Skystrike announced before Spike put his scythe on his back and helped Stardust up. "So, how were your first battles?"

"It was… exciting may be the word for it? Besides the painful parts. I don't even know how I was able to do all that." Spike said as he rubbed his arm, trying to soothe the pain.

"It was kinda enjoyable, though I must admit, I underestimated Spike a lot." Stardust admitted.

"Ok then, now we're going to analyze your attacks and movements." He said as he took out a orange notebook.

"What's the notebook for?" Spike asked.

"I write down the battle styles and tactics of all beings I fight or see fight." He said as he pulled out a pen from his bag and held it in his hoof. "So, Stardust, I'll start with you. Obviously, the training the royal guard gets is most likely bad, seeing as it seems to only focus on defence and not offence. That's something we'll have to work on." He jotted down some notes. "Going off of that and my battle with Magus, you most likely won't learn how to actually fight until you're a Corporal or Sergeant. That being said, your defense was spot on, you just don't know how to battle against beings that don't fight like a pony. You also can't dodge projectiles. Also something we'll have to work on." He said as he finished jotting down notes before turning to the next page.

"Now Spike, you're the exact opposite of Stardust. Your defense is bad, and your offence is good. That's your dragon blood in you, and how you know to fight. Now, your defence seems to be purely on instinct, and you had no follow up to blocking, so we gotta work on that. You are more agile than you realize, so Id recommend using your agility." He wrote down some more notes. "You seem to go for brute strength and don't seem to think past your second attack, which got you disarmed. If Stardust wasn't so bad at offence, you wouldn't have won." He finished jotting down his notes.

He looked at the inner watch in his helmet. "It's about 9:00, and we've been at this for about two hours. We'll be doing this every day except for Saturdays and Sundays. Same time tomorrow, or do you want later in the day?"

The two trainees looked at each other before answering."Same time."

"Alright, then that concludes the first day of training." He said as he closed his notebook. "I'm gonna go work on some theories, work on the house, then and walk around town after. You all are welcome to join me if you like." He said turning to the viewers. "Oh, Naga, you can come if you want. I still need to finish your armor." He said as he pulled out a different, larger blue notebook with the title _Theories, The Explanation Of This World._

"Though, we'd like to stay, our duties cannot be put off. We hope to see you again, Nebula." Celestia said as she, Luna, and the royal guard left from their seats.

"I uh... have to take care of my animal friends." Fluttershy said as she began to walk away.

"Pinkie and I are gonna go hang out for a bit." Rainbow said as she walked and Pinkie hopped away.

"I gotta help Big Mac. at the barn." Applejack said.

"I have some orders to finish at the boutique." Rarity said as she began to walk away.

"I'll stay here." Twilight said as she walked up towards Skystrike, Spike, and Stardust. "I want to see what kind of theories you have, if you don't mind."

"Alright. I'm actually starting on a new one today." Skystrike said as he flipped to an empty page. "So, my most recent theory is about the names of ponies."

"...Why names of all things?" Twilight asked, somewhat confused.

"Well, you even noticed how ponies have names similar to their cutie marks?"

"Yeah?"

"Well, i don't think that's a coincidence. I know it has something to do with magic, so I narrowed it down to two things. The name you're given, and the magical power of the ponies, or beings giving you the name." He elaborated.

"...Can you give me some examples?"

"Alright… Take you, for example. Both your parents are unicorns with slightly above average magic prowess. When they gave you your name, I believe that the meaning behind those words, both being related to magic, is what made you exceptionally skilled in magic." He wrote down what he said in more detail in his notebook. "Going into my next point, it depends on the magical ability of the parents. If one of your parents weren't unicorns, you may not have as much magic as you do now. In that sense, your special talent is decided when you're born. Keep in mind, there are exceptions." He finished as Twilight finished looking at her cutie mark.

"When you put it like that, it does make sense." Twilight admitted.

"The part that worries me is that if my theory is right, how much magical power did the princess' parents have?"

"What about me, though? I was named by Twilight when she was a filly?" Spike asked.

"That is a good question. I don't know for certain, but considering you have a large amount of magic now, comparable to your average earth pony, my best guess is that you were given a name by your dragon parents before you were hatched by Twilight. That, or the magic Twilight put into you as a filly is and was already inside you before you were named, but you don't have full access to it, and won't for a long while."

"You have anymore theories? I'm getting interested." Stardust asked.

"Uh, well, I think I figured out why magic doesn't work on me." Skystrike said as Twilight's ears perked up. "It's extremely hard to explain, but I'll try my best. Think of magic as both an enzyme and a substrate. All living beings are the substrates, and when they react with magic, the enzyme, magic occurs. That's why it's much harder to pick up a large boulder than say Spike is for you, Twilight. You have to pour magic into said boulder and make your own substrate, then pour more magic into it to pick it up. I don't have a substrate for magic to work on me, if that makes sense."

"Then can't I just pour magic into you like you said?" Twilight asked.

"Well, the best way to explain that is like trying to change the water level of an ocean by pouring a cup of water in it. You'd have to pour enough magic into me that would be fatal to yourself to even hope to affect me. But that's just a theory. A magic theory! Anyway, that's all I got for theories that are plausible.."

"I wish I could have wrote all of this down…" Twilight sighed.

"Well, I believe that it's best to make your own theories than follow on somepony else's." He shrugged. "But while I'm enjoying this time we're all sharing, I have to finish Naga's armor. I'm working on the helmet, jaws, and tail blade."

"Can I have a tail blade?" Spike asked. "From the sound of it, it seems like a good idea."

"Sure. I'll have it done by next week. I do have something I need you and Stardust to do, though. Can you two go over to Rarity's and pick up your capes while I work on Naga's armor?"

"Yes sir!" The two said.

"Oh, and take this." He threw a small bag of bits into Spike's claws. "That's payment for the capes." Skystrike said as he got up and began walking towards his house. "You two can hang out if you want, It'll take me a few hours in my workshop. I'll be out around noon." He said as he waved goodbye to Twilight and his trainees.

Once he entered his house, he went to the back of it and entered the basement. The basement was filled with many things. Shelves of miscellaneous ingots, bottles, and molds lined the walls. A large bookcase was on the northern wall, containing smithing, enchanting, sharpening, and fighting style books, were on the two top shelves, while the lower shelves had half finished swords, hammer parts, and blades stacked next to each other. All of these protected by a glass door. To the left of the bookcase was an enchanting table, having the five symbols of magic. Destruction, conjuration, illusion, alteration, and Restoration. The table had some gems laying on it for use.

On the stone walls were some electric torches that burned brightly, lighting up the room. In the center of the room was a blacksmith's forge, complete with a firepit, anvil, a bellow, and a pit of water. Walking past all of this, he pulled on one of the torches on the wall, and with a rumble, the bookcase slid into the ground, revealing a hidden elevator behind it. Entering the elevator, he pressed the button to the actual workshop, and began his wait as he travelled down.

How far down? Well, to use the thermal energy made by the planet Eques' core, as well as be completely safe from anypony stumbling upon it, it was a safe and unreasonable distance of 4 miles.

After a 3 minute ride and some elevator music, he arrived at his destination. As the elevator door opened, the room revealed itself to him, showing a large collection of various weapons, armors, and magic artifacts of many sizes. The door had two sets of golden human armor to each side of it, both holding a sword facing downwards. He walked towards the center of the room towards a large quartz table, able to fit 20 ponies easily. After sitting down at the only seat the table had, he took of Echo and placed it on top of the table. He took off all of his armor and set it to the side of his seat, save for his gauntlets. Using his gauntlet and metal arm, he had a set of fingers fold out from them and set his hands on the table.

"Echo, enable construction mode." He said.

" **Affirmative."** Echo spoke as he opened his jaw of his helmet body. A light came out of the mouth, showing a holographic screen of the table from a top view. After the loading bar on it reached 100%, the edges of the table openned outward, large white, black, and blue robotic arms extending out with loud whirs, hums, and beeps.

A holographic keyboard and mouse appeared under his hands. He put his finger on the mouse and moved it over the "Naga" file and clicked on it. A picture of a black man came up on it.

"Shit, wrong file." He said to himself as he exited out of the file. "I should put that in the memes file…" He said as he dragged it over to the file labeled "Spicy memes" and dropped it in.

This time, actually clicking on the right file, prototypes of Naga's armor, old and new, came up, along with a 3d hologram of Naga and her proportions on the screen. He clicked on the blueprint of her helmet, and the center of the table opened. A loud hum could be heard as the parts of Naga's soon to be helmet came up and stopped abruptly. His keyboard turned unto circular pads, each controlling one of the arms.

He moved his right hand, controlling one of the robotic limbs. It moved towards one of the curved metal pieces and picked it up. It held it in place as he moved his left hand and did the same, making the shape of a jaw. Keeping both robotic arms in place, he switched control of his hands to the welding arms, and welded the two pieces together. He set the now one part down and redid the process for the upper part of the helmet. After combining the two parts and a half hour of careful work, the helmet was done.

It was the shape of Naga's head, fit for her, but with a line of 3 horns, getting larger as they got closer to the mouth of the helmet. The jaw of the helmet had two large teeth on each side on the jaw made for shattering. The top of the helmet had the symbol of destruction on it in gold. After using the same process to make the blade, his work was done. The blade was in the shape of a long right triangle, and was razor sharp with some runes in the edge of the blade, also in gold. He looked at the time on his monitor. It was 11:30 in the morning.

"Aight. Echo, shut off the systems."

" **Affirmative."** The system powered down and the robotic limbs went back into the table. " **I have many more blueprints stored in my files if you need them for later."**

"Wait, I thought you gave me all the knowledge you already had?" Skystrike gave Echo a confused look.

" **I didn't. The council programmed me to give you information when needed. When you put me on for the first time, you filled the requirements to know the truth of why they made you, and what they wanted you to fight. The requirement? Loss. You don't realize when I** **give you info anymore because of the amount if it going in. It should feel like a prick in the next, from my understanding.**

"Wait, so you're saying, you know more about P.R.O.W that I don't know? What are the requirements for that?"

" **...You must defeat the counsel. Whether it's through annailation, submission, or friendship, it's up to you."** He sighed. Though he had no facial features, one could tell that he had sadness written all over him. **"All I can tell you as of now is that you cannot outrun your eventual fate. You can postpone it, however."**

Skystrike stood silent for a minute, taking in what he just heard. He learned two major things. One, there's much about his original world, and two, the council did not die. He remembered taking their life away one by one, along with the researchers of his containment facility. The five of those bastards were still alive, and more likely than not, knew that he was in this world. They would come to this world and destroy everyone and everything. Celestia and Luna have no way to fight them with their technology, magic, and military strength.

On the off chance they don't know, they will just make more subjects like him, making them fight each other to make the strongest being possible. If there is one thing that Skystrike wants in these worlds, he wants peace between everyone. As long as the council lives, it's just a pipe dream.

"Echo, begin construction on the project that we made the blueprints for. Also begin construction on the 'switch out' battle armor, as well as the primes." He said as he stood up from his chair. "I know you don't want me to worry about it too much, so I promise you that I will only work on it when I feel it's necessary. Still work on them and get them done as soon as possible."

" **Just started in now. And trust me, I want them gone too. I don't know why, but I feel as if they took… something from me."** Echo assured him.

Skystrike gave him a smile. "Well on that note, let's enjoy the time we have before their arrival." He said as he put Echo back on and entered the elevator.

* * *

After exiting his house and entering Ponyville, Skystrike wandered around for a bit, trying to figure out what he could do. Should he go to Sugar Cube Corner? Nah, he has no one to hang out with. He could hang out with Rainbow, but she's with Pinkie. Applejack is working on her farm. Knowing Rarity, she's probably playing dress up with Spike and Stardust. Fluttershy is feeding her animals, it being around lunch time. What was he going to do?

He thought while he walked through Ponyville. A gust of wind went by and his cape flapped in it. His stomach growled slightly. Guess that told him what to do. He walked around looking for a place to eat at. Nothing too expensive, but he did not want hayburger. Having changeling magic, he was able to change his shape. However, adding in his world's magic, he's also to change his anatomy, as long as he has an understanding of it. This being said, he is able to, but he does not want to eat hay.

He walked by the stores, browsing the menus until he saw a familiar face. She noticed him too and decided to come greet him.

"Hey Nebula!" Bon Bon said as she walked up to him.

"Oh hey Bon Bon. Fancy seeing you here. What's up?" Skystrike greeted.

"Nothing really. I was just gonna get lunch with my friend. You're welcome to join if you like!" She offered.

"I'll take you up on that, then. I'm guessing your friend is waiting for you?"

"Yeah, over at 'Kale Me Insane'. I heard they're good." She answered.

"Man, I need to get out more. Can you show me the way?" Skystrike sighed.

Bon Bon giggled. "Alright then. Follow me." She said as she turned and began walking. Skystrike noticed that she moved her as she walked. After a few minutes of walking, she turned and looked back at him. "Like what you see?"

Skystrike swa what she was doing, and in response, acted oblivious. "I do actually. I never realized how good the architecture in Ponyville was." He said, getting a small yet barely noticeable look of disappointment from the mare. 'Nice save' he told himself.

Bon Bon, no longer swaying her hips, along with Skystrike arrived at the restaurant after a few minutes of walking. It was a small restaurant with an outdoor area. It looked nice, and he smells coming from inside was alluring to say the least. The two walked inside and found Bon Bon's friend sitting at a booth. As he turned into the booth to sit across from the two mares, he noticed who her friend was.

The unicorn mare had a mint coat with a cyan and white mane and tail. Currently, she was staring at Skystrike with wide sunglow eyes.

"Wassup." Skystrike said as he sat down.

"Nebula, this is my roommate Lyra!" Bon Bon introduced her friend.

"Bon Bon, you didn't tell me that you'd bring Sir Nebula along!" She turned towards the beige pony.

"Oh what's the harm? I just wanted to show my new friend around town!"

Skystrike chuckled. "From what you did earlier, you want to be more than friends."

Bon Bon let out a deep blush. "You knew!?"

"One of my mottos in life is act stupid, think smart. If I commented on that show you gave me, I would be in a worse situation than I am now." Skystrike said as he tapped his hoof against the side of his skull.

"I can't help but feel I'm missing some context here…" Lyra said silently as she looked at Bon Bon.

"Eh, don't worry about it." Skystrike chuckled again.

A green waitress with a pale green coat came by as Bon Bon regained her composure. "Welcome! My name is Cabbage Patch, and i'll be your waitress today. Can I get you all anything to drink?" She said as she passed out the menus.

"I'll take a Lemonade." Bon Bon said.

"Same here." Lyra said.

"Can I get a uhhhh…. Fruit punch?" Skystrike decided.

The waitress wrote down their orders on a small note sheet with her mouth. "Alright, I'll be back shortly with your drinks!" The mare said as she trotted off, deeper into the store.

"So, Nebula, we don't see you around town much. What have you geet up to?" Bon Bon asked.

"Well, I've been pretty busy actually. Due to the fact that nearly the entirety of this town is afraid of me, due to me punching Gilda, knocking out an Ursa Minor, and taking on Nightmare moon. I have a lot of free time, so I've just been doing what I wanted. Spike and Stardust started training under me, so that's something."

"Speaking of which, what happened to that snake monster last week? The flower sisters said you rain towards it or something?" Lyra asked.

"Oh, turns out that that basilisk was the same pet I had years ago." He said casually.

"Wait… you own that monster!?" Lyra went wide eyed.

"Yeah, had her for a few years. Met her when I was 14. I think I have a picture of when we first started traveling actually…" He said before reaching into his bag. He rummaged around for a few seconds before pulling out a picture of a younger version of him and a baby version of Naga on his back, sleeping.

"...To think that that beast was that small at one point. How did you even get her in the first place?" Lyra asked.

"I was out in the badlands and there was a lizard guy that wanted to play a game. There were three eggs. Two were just unfertilized hoof ball sized eggs, and one was fertilized. After 3 months of waiting, Naga hatched. She left to find more of her race, and i'm assuming she did, due to her being gone for like, two years." Skystrike explained.

"I noticed you have the helmet on in your picture, Do you always wear it? Why?" Bon Bon asked.

"Pretty much. And the only ponies who I trust knows who I actually am. There's a lot of ponies who think i'm dead. I am going to reveal myself sooner or later, figured I'd do it at the gala or something." He shrugged.

Cabbage Patch came back with their drinks. She passed them out to the customers. "Have you decided on your orders?"

"Oh! Right!" Lyra blinked. "I'll take a Radish salad with a side of celery.

"Can I have a hay burger wit a side of hay fries?" Bon Bon ordered.

Skystrike looked over the menu. "I'll take the mega jumbo salad with cabbage, raddish, pepper and carrots as toppings."

Cabbage Patch's eyes went wide. "Are you sure you can eat all of that?"

"Watch me. I am a slut for a good salad." He said as they all let out a loud 'pfft'.

"Alright then, I'll get right on it!" Cabbage Patch giggled.

She went back into the back of he restaurant, out of sight. Skystrike stuck a straw into his fruit punch. He slipped it through the teeth of his mask. He took a sip of his drink. He put his drink down before noticing the stares of the two mares sitting across from them "What?"

"Are you ever going to take off your helmet?" Bon Bon asked."

"Nope." He laughed. A moment of silence went by before Skystrike thought of something. "Hey, you two know of any guys besides Big Mac, Spike, and Mr. Cake? I need more guy friends."

"Actually, they're the only guys in town besides you at the moment." Bon Bon answered.

"That explains why pretty much this whole town has a schoolgirl crush on Big Mac." He chuckled. "He's the only single guy here besides me, and I doubt anypony is after me."

"...You don't have much self confidence, do you?" Lyra sipped her drink.

"I beat Luna with a paint brush this morning. If i'm not confident at all, something would be seriously wrong with me." He chuckled. "I just don't see how mares will have any appeal towards me. I mean, you cant even see my face." He pointed towards his helmet. "Buuuuut it's mostly because I don't get out much."

Cabbage patch came in with their dishes. She set the two mare's food down before setting down a large platter full of greens on Skystrike's side of the table. He was just barely able to look over the mountain of salad.

"Oh yeah! I'm going to town!" Skystrike waid as he grabbed a knife and fork before stuffing a large chuck of it into his mouth. Loud crunches could be heard as he chewed the crisp vegetables. After swallowing, he got another large chuck before repeating the process. A few minutes went by as the mound of food got smaller and smaller before it was completely gone.

"...How do you eat that much without gaining weight? I eat light just to keep it off…" Bon Bon sighed with a hint of jealousy.

"Start working out. The more energy you use, the more energy your body is able to store from the food you eat. I also have a high metabolism." He shrugged.

"Well I'm assuming you know some good workouts then?" Bon Bon said as she took a bite of her salad.

"Yup. Just do what I did. 100 sit ups, 100 pushups, 100 leg lifts, and a 10 mile run each day." He said plainly before realizing that that would be too much. "Actually, just run a mile and do 25 of each of what I said."

"Now that seems doable." Bon Bon laughed.

Some time went by as the two ate their food, enjoying the company of the third. Some time went by until Cabbage Patch came back with the check. As Skystrike was about to pull out the bits for the food, a loud bang was heard coming from the doorway. Skystrike stuck his head out of the booth to see a pegasus with a brown coat and grey mane and tail looked towards him and stomped over. Though his hair was covering his eyes, it was quite obvious he was mad about something.

"Cabbage Patch! There you are!" The stallion walked over

"Dumb-bell? What are you doing here?" The waitress said surprised.

"I came to ask for another chance." The pegasus responded.

"Fuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuck." Skystrike groaned.

"You got a problem, tin can?" Dumb-bell growled.

"As a matter of fact, I do. I'm just going off of what I've heard so far, and I can piece the puzzle together. She dumped you because you did some stupid shit, and you, realizing your mistake, want her back. That's fine and all but you don't do that while she's working for fucks sake!"

"You stay out of this!" Dumb-bell barked.

"Really sir, it's ok." Cabbage Patch said to Skystrike.

"It is my business when you do this shit in front of me, like holy shit." Skystrike face hoofed. "Cabbage Patch, if you don't mind me asking, what did he do for you to dump him?"

She looked at her ex before answering. "He didn't do anything bad per say, but he wanted another marefriend besides me, and I didnt want an open relationship…"

"Hey this is our business, not his, and besides, polygamy is legal now!" Dumbbell defended himself.

"But…" Cabbage Patch started before a frog got caught in her throat as her ears went back.

"...You do realize that just because it's legal doesn't mean she has to be ok with it, right? Or are you like the first part of your name? Just respect her decision, you desperate boy." Skystrike raised an eyebrow. "I feel like i'm in some badly written story right now, dealing with this shit."

Dumb-bell had enough and grabbed Skystrike's drink before throwing it on him. He grinned as Skystrike slid out from his seat and got up. He stood right in front of him and stared him down.

"You wanna take this outside, pint size?" Skystrike frowned.

"Gladly." Dumbbell growled back.

* * *

Skystrike stood on the roof of a tall building and faced away from the crowd that formed, facing the horizon. In the middle of the crowd stood Dumb-bell. Directly in front of him was one of Skystrike's swords, sticking vertically out of the ground.

"So, you hiding up there, huh? Shows how brave you are." Dumb-bell grinned. The insult fell on deaf ears as Skystrike continued staring at the horizon, his blue and black cape flowing in the wind.

"What's wrong? To scared? No more quips to say!?" He was starting to get annoyed at his silence. "You think that just because you got to go out with those two mares, you're better than me!?" He growled.

"We aren't dating him!" Lyra shouted from the crowd."

"Pick up the sword!" Another pony said. Skystrike recognized the voice as Spike's. "He wants a fair fight!"

Dumb-bell reluctantly strutted up to the sword and picked it up in his hoof. As soon as he pulled it out of the ground, Skystrike turned towards his opponent and pointed his sword at him. He jumped off the roof, and as he fell, his armor came off piece by piece. The only piece of armor he had on as he landed was of course his helmet. Skystrike held his sword in his hoor and got into a fighting stance.

Dumb-bell charged at him, only go get grabbed by Skystrike on the neck. "I've been through too much shit today already. I only have one word to say to you."

"...Wha-" Dumbbell couldn't finish his word.

"YEET!" Skystrike held onto him while doing a flip and threw him over the crowd. The flying pegasus dropped his sword before flying off, disappearing in the sky with a flash in the shape of a star as he screamed.

Skystrike let out a loud sigh as the crowd dispersed. "So Spike, Stardust, what's up?"

The two trainees walked up to him. "Well, Pinkie was looking for you earlier, but it was too late." Said Stardust.

"Wait, did something happen?" Skystrike asked, somewhat worried.

"Well, to put it simply-" Spike's sentence was cut off by a swarm of various colored bugs flew by them before eating a nearby tree. Spike took a deep breath. "Fluttershy found a cute looking bug thing yesterday and gave some to her friends after they multiplied but after everypony got back to their places, Twilight found out they were parasprites that eat everything to multiply, and Pinkie Pie was going around town looking for instruments and is now trying to lead them away from town with music." He said in one breath.

"But that means that the ones from Fluttershy's house had to past by mine to get here…" He thought aloud before his eyes widened in realization. "What happened to my house?"

"Well… it's… gone…" Spike managed to say.

Skystrike inhaled deeply.

* * *

"FUUUUUUUUUUUUUCK!" He shouted at the to of his lungs. It echoed through the forest as birds flew of of the trees. His home, once large and great, now looked like a rat made its home in a wheel of swiss cheese. Luckily, they were only able to get through the living room dining room, Skystrike room, and part of the kitchen, the other rooms being relatively untouched. The parasprites were just about to start on the library before the one mare orchestra that Pinkie was came by. The bugs stopped in their tracks before joining in on the line of parasprites following her.

"Fucking damn it! It took so long to make this!" He groaned.

"Hey, sugarcube, it'll be alright." Applejack said as she put a hoof on his shoulder.

Skystrike gave her an unintended glare before taking deep breaths. "You right. I just have to build it again. I need to make it bigger anyway. Has to be at least like, four times bigger."

"That's the spirit!" Twilight said, trying to cheer him up.

"Yeah! Now all you need to do is find a place to sleep!" Spike exclaimed before getting glares from everypony there. "What?"

"Shiiiiiiiiiyet." He groaned again. "Where am I gonna sleep?"

"You could stay with one of us?" Applejack offered.

Skystrike turned slowly to face the mares and dragon. Rainbow Dash's cloud house is out of the question, due to him not being able to walk on the clouds. Fluttershy's house is already cluttered with animals, and would be a huge convenience for her. Twilight is an obvious no, due to her insane actions. Rarity would most likely have a room to spare, but he'd have to play dress up, and deal with Sweetie Belle. He hasn't even seen Pinkie Pie's room yet. Applejack may have space, but worse case scenario, he'd share a bed with either AJ or Big Mac. Well, nothing is perfect.

"It'll take like, a week if I put all my time towards it. If anypony's willing to let me stay for that long, i'll take it." Skystrike said.

Before anyone could answer, Naga poked her head out of the ground. She gently grabbed Skystrike by the tail before slowly pulling him into the tunnel she made. "Nevermind I guess." He chuckled as he was pulled into the hole.


	12. Chapter 12

Skystrike woke up at his usual time with a yawn. The sun hasn't risen yet, seeing as the curtains in his room weren't blocking any bright light. He sat up from his bed and stretched a bit before leaving his room. He walked over to Stardust's room and knocked on the door.

"Stardust, wake up. It's almost 8:00am. I need you to go get Spike. Don't worry. Training will be a little easier due to the cold." Skystrike said through the door. He got a loud, tired grumble in response. "By the way, I modified your armor a bit. Added some spare wool and cotton I had in your armor and boots. Spike's was done earlier in winter due to him being cold blooded. By the time you're back, I'll have some food ready." He said as he left her to get ready.

As he was walking to the kitchen, he looked out the window to see the snow piled up to about 3 or 4 inches. "Man, that's gonna suck for Spike…" He sighed as he walked into the living room. Thanks to those bastard bitch ass parasprites, he had to rebuild the major parts of the house, as well as fortify every part to make sure it was harder for the parasprites to eat. He replaced the T.V., couch, and rug, though he added some new things to the room, which was now 3 times its original size. To fill in mist of the empty space, He added in a small statue of Naga, as well as mounted some paintings, pictures, and decorative weapons on the wall.

He walked into the kitchen and opened the refrigerator and took out what he needed. Some eggs, milk, hay bacon, pancake batter, and some blueberries. He put them on the counter before getting a two pans from the cupboard. He put the pans on the stove and turned them on medium.

He poured some batter on one of the pans, it spreading out into a circular shape. He waited for the bubbles to start before putting some blueberries on it and flipping the pancake in the air. It landed upright, letting Skystrike see the golden brown top. He waited for the other side to finish before putting it on an oven pan and placing it in the oven on warm, so it stays somewhat hot. He did this until all the batter and blueberries were gone.

Now that the pancakes were done, he cracked open the eggs onto the second pan, 6 in total. He fried them sunny side up. He set them to the side and fried some hay bacon. He set the hay bacon on some plates for each of them and laid 2 eggs on top for each of them. He then got the pancakes and set them next to the hay bacon and eggs.

Skystrike finished cleaning the dishes as Stardust and Spike came in, the ladder with sleep in his eyes, his armor on, and his suitcase weapon in his claw. "Oh good. I made breakfast. You guys need to eat up. We're helping out in winter wrap up." He said as he held one plate in his hand and balanced the other two on each of his wings. He walked over to the table as he placed the plates in front of himself and his disciples. He got a bottle of syrup before passing it to the two, as well as some butter and utensils.

Spike took a bite of his pancake. "Twilight was saying something about that earlier. Said how Ponyville doesn't use magic to change the seasons."

"Actually, the only beings I've seen change the seasons themselves are the equestrians. Avians don't, dragons don't, changelings don't. Honestly, I just don't see why you let nature take its course. Sooner or later, the snow and ice will melt." Skystrike said before eating an egg.

"Well, I don't see why either, but it is part of Ponyville's culture." Stardust.

"Oh yeah, Skystrike? What happened to Naga?" Spike asked.

"Oh, she's hibernating in her cave. Try not to wake her, as she's very cranky when she wakes up." He told them before taking a bite of his own pancake. "So, it's been nearly 5 months since you two started. So far, your training has increased your strength quite a bit."

"Really? I don't feel any stronger though?" Spike thought aloud.

"That's because every time I saw you two get comfortable at your level, I'd add a few pounds to your armor. Right now, it's around 10 for you and 30 pounds for Stardust. I figured I stopped for a while, as you two are at your limit for now. Once spring starts, we'll start working on increasing your magic capacity."

"Wait, how are we going to do that? Neither of us are unicorns?" Stardust asked as she wiped her mouth with a napkin.

"Well, there are many ways. The easiest way for Spike would for him to breathe fire until his magic runs out over and over, or eat magic imbued gems. The easiest way for you would be to either use amulets or get a familiar. The most efficient way is to slay magic beasts and take their magic stones." Skystrike said as he finished his plate and started cleaning the table.

"Setting aside magic stones, I thought amulets were used to increase unicorns' power of spells?"

"I thought so too for a while, but then I did some experiments with the unicorn of All. Turns out, it increases your magic capacity, therefore letting you increase the power of the spell, and use spells that take up more magic." Skystrike explained.

"But we cant use magic?" Stardust asked.

"That's what I'm testing with you two." Skystrike said as the two gave him confused looks. "Alright. What I'm testing is if other beings besides unicorns and the like can use magic. From what I've seen, unicorns, alicorns, changelings, and other beings are able to use magic because they have either a horn, or a medium to focus the magic through. If other beings have a large enough magic capacity, as well as spells specifically made by them, they might be able to use magic."

"That… would explain why Naga has earth powers. I never realized how smart you are." Spike thought aloud.

"Thanks, but I probably shouldn't have said that because Stardust has to make a report."

"Don't worry sir." Naga waved a hoof. "I don't have to report everything."

"Oh. Sweet. That makes things so much easier." He said before grabbing his cape and adjusting it around his neck. "Alright, start getting ready. We got a big day today."

The two nodded as they got ready before the three of them walked out the front door.

* * *

The three of them stood in front of town hall. The rest of Ponyville were waiting aw well to get assigned to their groups. Each group had their own vests. Blue for weather, green for plants, and tan for the animals. Skystrike turned to look through the crowd to see Twilight running excitedly towards their location.

"Good morning everypony for being here bright and early!" Mayor Mare stole his attention away as she began speaking. "We need every single ponys help to wrap up winter, and bring in spring!" The crowd cheered in response. "Now all of you have your vest, and have been assigned to your teams! So let's do better than last year, and have the quickest winter wrap up ever!"

The crowd cheered again as he check his vest, only to realize he didn't get one, mostly due to them not having his size. Since they came somewhat late, neither did Spike or Stardust.

"Alright everypony, find your team leader, and let's get galloping!" Mayor Mare said as Skystrike looked over to the team leaders. Applejack was in charge of the plants, Rainbow Dash was incharge of the weather, and a random pink and purple unicorn was in charge of animals.

"So which team are you going to join, Skystrike?" Twilight asked walking up to him.

"Well, I cant join the weather team, so I figured the three of us would help plow the snow, break apart the ice, and help the animals. You?" Skystrike answered.

"I'm not sure. I don't even know what we're supposed to do."

Suddenly, his vision went black, before a spotlight appeared on Rainbow dash.

" _Three months of winter coolness, and awesome holidays…"_ She sang.

"Oh no…" Skystrike thought aloud.

Another spotlight focused on Pinkie. " _We've kept our houses warm at home, time off from work to play…"_

"Please no…" Skystrike pleaded.

A third appeared above Applejack. " _But the food we've stored is running' out, and we can't grow in this cold…"_

A fourth on Rarity " _And even though I love my boots, this fashion is getting old…_ "

Skystrike looked at Spike and Stardust before grabbing them and flying full speed away from Ponyville. "Sir?! What's wrong?!" Stardust yelled over the sound of the wind. Skystrike landed on top of a large hill a way away of Ponyville.

"Nope , nu-uh, no, Nien, nada, nope." He said as he landed.

"What's wrong?" Spike asked this time.

Skystrike sat down and looked toward the town. "I'm guessing you two are either used to it, or it never happens to you."

"What do you mean?" Spike raised a brow.

"From what I could tell, once those ponies begin singing, others join in. Not sure it's by choice or not, but I don't want that to happen to me… again."

"Again?"

Skystrike shuddered. "My body wasn't my own. I was moved around and forced to sing against my own will. I can't get that song out of my heart…"

"...What was the song?" Stardust asked slowly.

Skystrike let out a long sigh. "It's-"

Skystrike was cut of by the distant sound of… singing?

" _Winter wrap up, winter wrap up!_ "

"Nonononononononono… "

The song grew closer and closer

" _Winter wrap up, winter wrap up! Let's finish our holiday cheer_!" A group of Ponyville's residents drew closer.

He tried to run, before realizing he was only moving towards them. " _Winter wrap up, winter wrap up! Cause tomorrow spring is here!_ "

He tried to speak his mind, though the only words that came out of his mouth were the same words from all those years ago, the chorus of Winter wrap up. He, mutch to his protest, sang along with them. The only thing he could do was admit it was catchy.

* * *

"Remind me to run farther the next time they start singing…" He said as he walked sluggishly in front of Spike and Stardust, the two seemingly fine.

"I mean. It _was_ kinda catchy…" Spike admitted as Stardust nodded. "Though I do get how you felt. I couldn't really control myself either.

"Let's just start out jobs. Who do you two wanna check first?"

"Rarity's." Spike said without hesitation.

"Ok I guess." Skystrike said as the three walked towards the boutique. Rarity was sitting at a table in front of her store with bundles of hay, sticks, and ribbons nearby. She was currently talking with Twilight sitting next to her.

"Oh, Skystrike, Spike, Stardust! Perfect timing, darlings. I was just explaining to Twilight how to make Birds nest!" She said as she showed off her birds nest made of sticks, hay, and robbins.

Skystrike raised an eyebrow. "Birds nest? Cant the birds do that themselves?"

"Well I suppose they could, but It's tradition!" Rarity shrugged.

"Fair enough, lets try this." He said as he sat down at the table as Spike and Stardust joined.

"Ok Rarity, where do I start?" Twilight asked.

Rarity set her attention back on Twilight as she floated over some materials to her with her magic. She then did the same for Skystrike, Stardust, and Spike. "I hope you three don't mind if I show Twilight first?" Rarity asked as the three shook their heads.

Rarity focused again on Twilight. "Now, take some of that straw and hay over there… and a little bit of branch…" Twilight had already organized all of her materials. "Now, weave them through there... yes! Take some ribbon… yes! Oh, not there… yes… uh." Rarity's voice got more and more worried as time went on. "Well, I guess that will do. Oh dear…" She said that last part under her breath.

"There!" Twilight exclaimed as she looked at her mess of a birds nest. It was uneven, thicker in some places, thinner in others, and had sticks and ribbond poking out in all directions. "It looks just like…" She was about to compare hers to Raritys, having the exact opposite descriptions of hers. "Yours… Oh my."

"That nest needs to be condemned." Spike said as he looked at Twilight's finished project.

"Oh Spike, it's not that bad, nor is it as easy as you think." Rarity said, trying to make Twilight feel better.

"Done." Skystrike said as the four looked at his finished bird nest. It was nearly identical to Raritys. "You know, it's not that much different then braiding once you do it."

"But… how?" Twilight asked, gawking at his work. "How do you even know how to braid hair?"

"You learn to do a lot of things when you live in an orphanage." He said as he slid his birds nest over next to Raritys. "Don't ask."

"But it took quite a bit of time, even for me. How did you do it so quick?" Rarity asked. Skystrike responded by putting up his forehooves as the metal claws came out from his armor and wiggling them around.

"Not magic." He winked as he pointed at her.

"I'd show you two, Spike and Stardust, but let me help Twilight with hers." She said as she started work on it. She began speaking to herself as she took twigs, straw, ribbons and hay out of Twilights, trying to fix it.

"I think we lost her." Stardust whispered.

"Ok, let's check up on Pinkie then." Skystrike whispered back as he slowly walked away.

"Mind if I come?" Twilight asked.

"Sure. The more the merrier." Skystrike said as the four of them began walking.

* * *

The group walked around to find Pinkie Pie, who was currently ice skating across the frozen surface of a pond.

"Hello, everypony!" She called out before jumping in the air and doing a twirl.

"Wow, Pinkie Pie, you're quite the skater!" Twilight complimented as she ran down through the shoveled snow. Skystrike walked behind, as well as Spike and Stardust. "You're the best skater I've ever seen!"

"Thanks, Twilight!" She said as she skated backwards towards them. "I've been doing this since I was an itty-bitty, little-little, twinkie Pinkie! This comes naturally!" She said before skating off and building up speed. She did a jump in the air before landing, now skating backwards on her hind hooves. "Which is probably why they designated me the lake sculpture." She continued as she kept doing various tricks. "I have to cut lines with my skates, that way when the weather team comes here to break the ice, it'll be easy as pie!"

"You sure have a lot of work to do then huh?" Skystrike spoke. "Quite a few lakes in Ponyville, aren't there?"

"Tell me about it." She said as she slid over to them. "Hey, you all wanna help me out?"

"Would I?" Twilight said with glee.

"Yeah! Just put on those spare skates over there! You and Stardust can join too, though I don't have any for dragons."

"Sure." Stardust agreed.

"Hard pass for me. If you haven't noticed, I'm fat as fuck, and I don't know how thick that ice is." He said as he waved a hoof. "Actually, if we just need to cut the ice…" He said as he pulled out his sword. He stuck his sword in so it went about half way through the ice. He then flew just above his sword and started dragging it along the ice, being careful not to go too deep and crack the ice. "Spike, do the same as me. You're light, so the ice won't crack. Try and make a grid.

Spike did so, as the two made parallel and perpendicular lines, trying to muffle their laughs of Twilight and Stardust constantly falling over. Twilight at one point couldn't control herself as she span out of control. Twilight then ran into Pinkie, then the two ran into Spike. A pile of snow at the edge of the lake slowed them down as they crashed into it. As Spike got out of the snow, he couldn't help but laugh.

"Haha! You are a natural, Twilight! A natural disaster!" He laughed more.

"Twilight, you did great your first time around!" Pinkie said trying to make her feel better. "My first time was probably as wobbly and bobbly and crashy as yours!"

"Really?" Twilight asked.

"...No"

Skystrike let out a loud wheeze as he did his best to stop laughing.

"But did I make you feel better?" Pinkie asked.

Twilight let out a sigh. "Yeah, I guess." She gave a fake smile.

"Don't worry Twilight. There's always something somepony doesn't know they're good at. It takes time." Skystrike reassured her.

"Hearing that from you doesn't make me feel that much better. I mean, you're good at everything, and I don't know how!" Twilight responded.

"Not everything. I actually suck at being able to read emotions that well. One time I confused someones uneasiness with curiosity. Don't ask. I also suck at organizing. That's why I'm glad I have this bag." He said as he patted his saddlebag. "Anyway, this lake is done, so we can move on to the next."

"Oh, thanks! You know, If you aren't busy, Fluttershy could probably use some help with the critters hibernating!"

"I'll stay here." Stardust skated over. "I'm actually getting the hang of this."

"I'm actually going to go check up on AJ." Skystrike said as he put away his sword. "Spike, stick with Twilight. She gets lonely."

"Well… I am good with animals." Twilight nodded. "Yeah, I'll go help her!" Twilight said as she slowly started sliding.

"It's uh… that way." Pinkie pointed in the opposite direction. Twilight went that way as she flailed her hooves, trying to stay upright.

"Holy shit, Twi, just take off the skates!" Skystrike said before she ran into another patch of snow.

* * *

Skystrike trudged through the snow to Sweet Apple Acres. Once he entered, he saw all of the stallions in Ponyville, as well as a few mares, plow the snow on the hills, as well as some others knock the snow off some trees.

"Wassup." Skystrike said as he walked up to Applejack.

"Why if it ain't Skystrike. You looking to help out?" Applejack greeted.

"Yeah, I already cleared out the snow near my house, so I'm just killing time."

"Well you're in luck. We needed a strong Stallion like you. We're short on pony power, and we need more if we want to finish winter wrap up."

"Now that I think about it, why do we start the day of? If we don't use magic, and you ponies work slow, it would make more sense to start like 2 days in advance?"

"Ya know, I dunno myself. I guess it's just tradition." She shrugged.

"I suppose so. Anyway, how've you an the family been doing? I've haven't seen much of anyone due to winter, because fuck the cold."

"Ah, well the whole family got ta relax 'cause of the season, so not much work to do. Big Mac and I have been takin' care of the animals, so we've got somethin' to keep us occupied. Applebloom has been going to school still, and she has some science fair coming' up." Applejack spoke as they walked towards the barn.

"Science fair, huh? I did pretty good in that when I was up in Canterlot. Never got first because of some noble jackass. But, the rest of the school kids just ignored him. If she ever needs help, tell her i'm open. Same to you, too. If Apple Bucking season happens and your short hoofed again, just get come me."

"I will, thanks. By the way, what did you do for that science fair? I never did any good." Applejack asked.

"The coolest thing I think I did was make a 2 foot golem powered by a magic stone I was given a few years before. It lasted 15 minutes before the circuits got tangled. I fixed it now, though I need a huga magic stone for what I'm trying to make now." He spoke as he remembered back to his middle school years. "The dumbest thing I made was a magic absorber that exploded. And that's how I learned to… Well I actually didn't learn anything that day."

Applejack chuckled to herself. "You have some funny stories to tell, though we're almost at the barn, so yer gonna have to tell me later." She said as she tapped on the barn door. She opened it to see Applebloom sitting inside, bored out of her mind.

Her face lit up. "Applejack! Nebula!"

"Howdy." Skystrike waved. "What are you doing in here?"

"Oh, nothin'. Just letting all the grown ups to the work. Applejack says im to small ta help." Applebloom complained.

"You'll enjoy it now while you're young. Though, no one has gotten the snow off the trees if you're looking for something to do."

"Ah already told Applejack but she told me it'll just melt off."

"Besidess, what if ya get caught under all that snow?" Applejack added. Applebloom let out a sigh.

"You can come with me if Applejack lets you." Skystrike said as he walked over to one of the plows and started to fasten himself in. Applebloom, meanwhile, was giving her older sister puppy dog eyes. Applejack caved in, deciding to let her go with the wave of a hoof.

"Alright, so what part of the orchard do I go to?" Skystrike asked as he started to exit the barn, Applebloom hopping behind him.

"Just plow any snow ya see." Applejack answered.

Skystrike nodded as he began going to the nearest patch of snow. He and Applebloom made small talk as he pushed through the layer of snow on the ground. The armor around his hooves began to get cold as he trudged through the mud under the snow.

"Hey, Applebloom, you're in school, right?" Skystrike tilted his head to see her next to him.

"Yeah, why?" Applebloom looked back.

"Trying to get Spike into school. He's about your age. Who's your teacher?"

"Ohh, well, Ms. Cheerilee is in charge. We don't get off of winter break until next week, so you have time."

"Ah, sweet. Thanks for telling me. Ya know, I wanna give you a nickname, but AB doesn't sound right."

Applebloom giggled. "Where did this come from?"

"Well, Rainbow Dash is Rainbow or RD, Applejack is AJ, Rarity is Rares, Pinkie Pie is Pinkie, Fluttershy is Flutters and Twilight is Twi. They got nicknames, so I figured you need one?"

"Hmmmm." Applebloom thought for a moment. She ran in front of the plow before walking backwards, keeping the same pace. "Flower sounds silly… Bloom is kinda off… " She thought aloud. She walked in thought for a few minutes before a small rumble could be heard.

Then it was a medium sized rumbling.

Then it was a loud rumbling with arguing heard with it.

Skystrike looked to his right to see a large snowball the size of a small building rolling towards him and Applebloom, Applejack and Spike stuck in it. He and Applebloom shared a look that simply said "We're fucked." Skystrike quickly looked to his left and realized that they were right next to the edge of a hill, an overly large of snow on top of it. When that snowball hits, the snow will come crashing down, burying them in at least 6 feet of snow.

"Ok, I'll see you later, Applebloom." Skystrike said plainly

"Wha-" Her words turned into a scream of surprise as she was hurled upwards into the sky. The large snowball hit Skystrike, and the snow pile rushed down and covered both him, and a large section of the orchard with it. Applebloom fell down and safely landed on the top of the snow, while Twilight, Applejack, and Spike stuck their heads out.

* * *

A woman wearing a black robe walked into a large testing chamber. A child with black hair was sitting behind a glass screen with a face lacking any emotion. The child looked up to see the woman.

"Ah, 34, nice to see you." She greeted.

"Hello, Ms. 4th." He responded.

"I see you're doing good on your testing." She said as she sat down on a chair in front of the glass.

"Thank you, Ms. 4th."

She smiled at him before continuing to speak. "I just came to tell you what we're working for again. You will be rewarded after everything is finished." She assured him. "We fight for the freedom of all humans. We won't sit by as those aliens do as they please to our world." She spoke with a grin. "We will bring freedom even if it kills us, or better yet, them." She said briefly.

"So, our mission is to spread freedom?" He asked. "If so, why am I never given a choice?" He said robotic like.

"Why? Well that's…" She thought of an answer as she bit her fingernails. "You're showing more and more promise each day…" She smirked before getting up to leave the room as she giggled.

* * *

Skystrike woke up. He sat up straight to fast, and a sudden headache kicked him in the head. Skystrike groaned in pain as he layed back down and looked at his surroundings.

"Mother fucker." He was back in Ponyville's hospital. He looked at the time. It was almost 6 pm. He looked out the window. No snow anywhere. He looked himself over. No bandages. He looked at his crotch. His dick was still there. A nurse came in after a few minutes. Skystrike rolled his head over to see who it was.

"Suuuup Nurse Redheart." He groaned.

"Oh good, you're awake." She said as she walked to the bedside. "You got trapped under the snow for about an hour. Your armor seemed to stop most of the cold, so you only came out with a minor head injury."

"Alright." He sighed. "Whatever happened to Winter Wrap Up? It looked like we finished."

"Oh, that unicorn Twilight was put in charge of organizing everything. Mayor Mare decided to put her in charge despite her using magic apparently."

Skystrike chuckled. "All we actually needed was lighters and some spray cans to get rid of all the snow."

Some more ponies entered the room, as well as a dragon.

"Hey, all." He said to his friends, Twilight having a look of regret on her face.

"Howdy Nebula!" Applebloom said as she put her hooves up on the bedside. "Ya feelin' better?"

"Yeah, i'll be fine. Not the worst thing I've been through. And it's not gonna be the worst thing I'm going to go through today." He chuckled.

"Thanks for saving my sister, Nebula." Applejack said as she took off her hat.

"Eyup." Her brother Big Mac said as he stood next to her.

"Eh, dont worry about it. I just do what I gotta do." He chuckled. "Fuck, It hurts to laugh."

"I'm sorry." Twilight finally said. "I know I wasn't supposed to use magic, but I just wanted to help out." Skystrike looked at her, his face asking if she was serious. "I felt like I couldn't do anything right the whole day, and watching the others doing everything so well made me feel-"

"Useless?" Skystrike finished her sentence for her. She had a look of surprise on her face before nodding. "Alright, Twilight, ponies weren't disappointed in you nor will ever be just because you can't do it, especially on your first try. Everypony understands that some ponies can do things better than others. That's what cutie marks are for. At the same time, ponies also expect things of each other, and they expected you, as well as other unicorns, to not use magic."

Twilight looked down at her hooves.

"Now let me finish before you start sulking. Ponies are always going to be disappointed about something, and the only one you disappointed today was yourself. Fuck what others think about you. It matters what you, and those you hold close, think about you, though mostly you." He pointed to her as she looked at him. "Was Pinkie disappointed when you couldn't ice skate on your first try?"

"No…" She answered

"Was Rarity disappointed when you couldn't make a birds nest on your first try?"

"No…"

"Was Applejack disappointed when you couldn't push a plow?"

"No."

"So who were you trying to prove something to by using magic? Was it them, or was it you?" He asked rhetorically. "You aren't good at everything. No one is. There's no cutie mark for that. Do you know how long it took me to learn how to fly, or how long it took me to make my own armor after many, many failed attempts? A long ass time. What i'm saying is, do what you're able to do. If you want to take a go at something, don't get all huffy that you can't do it on your first try. Don't take the easy way out of things you want to get better at."

Twilight stood in silence for a moment. "Alright." She said, feeling a bit better. "Thank you."

"No problem." He said as he waved it off. He sat in silence for a moment before realizing something. "Twilight, did Fluttershy ever go near my house to wake up any animals."

"No?" She answered.

"FUCK!" He shouted.

"What?"

"I have to wake up Naga."

* * *

"Alright, let's do this." He sighed as he walked into Naga's cave. It was dark, damp, mossy, and smelly. He turned on the flash light in his hoof to get a view of his surroundings. There were a few roaches scurrying away from the light, as well as some spiders. He ignored them and walked deeper into the cave. Once deep enough, he looked upon a large wooden door, its door frame carved from the stone of the cave.

Pushing the door open, he found Naga Sleeping, wrapped up in a large orange blanket. She let out soft snores as she slept peacefully. He walked up to her head and nudged her jaw, trying to wake her up, only to get shoved away by her pushing her head against him. He then tried pulling her out from under the covers, only to be smacked away by her tail.

"Ok, you asked for it." He sighed before pulling the blanket off of her in one fell swoop. Her eyes instantly shot open and glared at Skystrike. She let out a screech as she tried to swipe at Skystrike with her tail, only for Skystrike to jump over it. She tried to bite him out of the air, but he narrowly dodged it. He landed on her head and held on. She tried to shake him off, but it was futile.

If his memory was right, she had a spot that if you pet, she'd instantly calm down. He rubbed the side of her head just above her ear hole. She slowly calmed down from her rage. After calming down, she let him down from her head and gave him a an apologetic nudge.

"It's all good. Just won't be looking forward to it next year." He chuckled to himself.


End file.
